Disbursement of Funds. No later than 1:00 p.m. (local time at the place of funding) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 10 contracts
Samples: Credit Agreement, Credit Agreement (Huntsman CORP), Credit Agreement (Huntsman International LLC)
Disbursement of Funds. No later than 1:00 p.m. P.M. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, each Lender with a Commitment of the relevant Tranche will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.07) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, U.S. Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Notice Office, and the Administrative Agent will make available all funds so received by it in like funds as received by the Administrative Agent by wire transfer of such funds to the account designated in writing by Lead Borrower at its Payment Office the aggregate (including in any Notice of the amounts so made available by the Lenders not later than 2:00 p.m. (local Borrowing) from time in the place of payment)to time. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify Lead Borrower and the Borrower and, if so notified, the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrowers interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the greater of the Federal Funds Rate and a rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to determined by the Administrative Agent in respect accordance with banking rules on interbank compensation and (ii) if recovered from the Borrowers, the rate of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder applicable to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lenderrelevant Borrowing, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to Section 2.08. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Term Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against the any Lender as a result of any default failure by such Lender to make Term Loans hereunder.
Appears in 5 contracts
Samples: First Lien Term Loan Credit Agreement (VERRA MOBILITY Corp), Term Loan Credit Agreement (Interior Logic Group Holdings, LLC), First Lien Term Loan Credit Agreement (VERRA MOBILITY Corp)
Disbursement of Funds. No later than 1:00 p.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, each Lender with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.08) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent will make available to the Borrower at its the Payment Office Office, or to such other account as the Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.09. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.05 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder. With respect to Revolving Loans, each reference to the Administrative Agent in this clause shall also be deemed to be a reference to the Revolving Agent.
Appears in 4 contracts
Samples: Credit and Guarantee Agreement (Infrastructure & Energy Alternatives, Inc.), Credit and Guarantee Agreement (Infrastructure & Energy Alternatives, Inc.), Credit and Guarantee Agreement (Infrastructure & Energy Alternatives, Inc.)
Disbursement of Funds. (a) No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingPayment Office) on the date specified in each Notice of BorrowingBorrowing relating to Eurodollar Loans, and no later than 2:00 P.M. (local time at the Payment Office) on the date specified in each Notice of Borrowing relating to Prime Rate Loans, each Lender will make available its Pro Rata Share PRO RATA share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All amounts shall be made available to the Administrative Agent in U.S. dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate of interest, calculated in accordance with section 2.7, for the respective Loans (but without any requirement to pay any amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent thereof pursuant to this Section 2.7 until such Loans have been funded section 2.10).
(as a result of such assignment or otherwiseb) Nothing herein and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent no subsequent termination of the amount of such Loans such Lender has been deemed to have made Commitments pursuant to the preceding sentence. Nothing herein section 4.2 or 4.3 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder and in existence from time to time or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 4 contracts
Samples: Credit Agreement (Royal Appliance Manufacturing Co), Credit Agreement (Healthcare Recoveries Inc), Credit Agreement (Royal Appliance Manufacturing Co)
Disbursement of Funds. No later than 1:00 p.m. (local time at a) Agent may, on behalf of Lenders, disburse funds to Borrower for the place of funding) Revolving Advance requested or any other Advance. Each Lender shall reimburse Agent on the date specified in each Notice of Borrowing, each Lender will make available demand for its Pro Rata Share of Loansall funds disbursed on its behalf by Agent, or if Agent so requests, each Lender shall remit to fund the Borrowing requested Agent its Pro Rata Share of any Advance before Agent disburses such Advance to or on account of Borrower. If Agent so elects to require that funds be made on available prior to disbursement to Borrower, Agent shall advise each Lender by telephone, telex or telecopy of the amount of such Lender’s Pro Rata Share of such Advance no later than one (1) Business Day prior to the funding date in Dollars, Euro or Sterling, as the case may beapplicable thereto, and each such Lender shall pay Agent such Lender’s Pro Rata Share of such requested Loan, in immediately available same day funds, at the Payment Office (for the by wire transfer to Agent’s account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of paymentNew York City time). Unless the Administrative If Agent shall have been notified by disbursed funds to Borrower on behalf of any Lender at least one Business Day prior to the date of Borrowing that and such Lender does not intend fails to make available to pay the Administrative Agent such Lender’s portion amount of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount its Pro Rata Share forthwith upon the Administrative Agent’s demand therefordemand, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, the and Borrower shall immediately pay repay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled Any repayment by Borrower required pursuant to recover from the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount this Section 13.4 shall be credited against interest payable by without premium or penalty. Nothing in this Section 13.4 or elsewhere in this Agreement or the Borrower to such Lender under other Loan Documents, including, without limitation, the provisions of Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender13.5, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative require Agent to fund any outstanding Loans made available advance funds on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed or to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the that Agent or Borrower may have against the any Lender as a result of any default by such Lender hereunder.
(b) As a matter of administrative convenience, as requested from time to time by a Lender, Agent may, either directly, or through one or more of its Affiliates, on behalf of one or more Lenders, disburse funds to Borrower for an Advance that is otherwise required to be funded pursuant to Section 2.1(a) by such Lender by advancing the amount thereof on behalf of such Lender (on terms to be agreed upon between Agent and such Lender (each such advance, an “Agent Advance”)). With respect to each Agent Advance, Agent or its Affiliate(s) shall have, subject to the agreed upon terms related to such Agent Advance, the right to set off against the amounts of any payments or distributions to be made to such Lender hereunder, the entire amount of such Agent Advance, together with any agreed upon interest or fees thereon, until such Agent Advance is paid in full. For the avoidance of doubt, nothing in this Section 13.4, or elsewhere in this Agreement or the other Loan Documents, including, without limitation, the provisions of this Section 13.4, shall be deemed to require Agent or its Affiliates to advance funds on behalf of any Lender, whether in the form of an Agent Advance, or otherwise, or to relieve any Lender from such Lender’s obligation to fulfill its commitments hereunder, or to prejudice any rights that Agent or Borrower may have against any Lender as a result of any default by such Lender hereunder.
Appears in 3 contracts
Samples: Loan and Security Agreement (Katapult Holdings, Inc.), Loan and Security Agreement (Katapult Holdings, Inc.), Loan and Security Agreement (Katapult Holdings, Inc.)
Disbursement of Funds. No later than 1:00 p.m. 11:00 a.m. (local time at the place of fundingNew York time) on the date specified in each the Notice of Borrowing, each Lender will make available its Pro Rata Share Percentage of Loans, to fund the Borrowing requested to Borrowing. All such amounts will be made on such date available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower Borrowers (prior to 1:00 p.m. (New York time) to the extent of funds actually received by the Administrative Agent prior to 11:00 a.m. (New York time) on such day) at its the Payment Office Office, in the accounts specified in the Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of the Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such dateBorrowing, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such the date of the Borrowing and the Administrative Agent may, may in its sole discretion (but shall not not, for the avoidance of doubt, be required obligated to), in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and such amount is advanced to the date of BorrowingBorrowers by the Administrative Agent, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, Borrowers and the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrowers, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent Borrowing, as determined pursuant to Section 2.06. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.03 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 3 contracts
Samples: Credit Agreement (Seadrill Partners LLC), Credit Agreement (Seadrill Partners LLC), Credit Agreement
Disbursement of Funds. (a) No later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing/Continuation of Loans, each Lender will make available its Pro Rata Share Applicable Percentage, if any, of Loans, to fund the each Borrowing of Loans requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below.
(b) Each Lender shall make available all amounts it is to fund to the Borrower under any Borrowing in Dollars in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Office and the Administrative Agent will make available to the Borrower at its Payment Office Borrower, by depositing to the Borrower’s account designated in the Notice of Borrowing/Continuation (on behalf of the Borrower), the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available the same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the greater of (x) the Federal Funds Effective Rate and (y) a rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to determined by the Administrative Agent in respect of such corresponding amount shall be credited against interest payable accordance with banking industry rules on interbank compensation or (ii) if paid by the Borrower to such Lender under Section 3.1 Borrower, the then-applicable rate of interest for ABR Loans.
(c) Nothing in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 3 contracts
Samples: Credit Agreement (WABASH NATIONAL Corp), Credit Agreement (WABASH NATIONAL Corp), Credit Agreement (Wabash National Corp /De)
Disbursement of Funds. No later than 1:00 12:00 p.m. (local time at the place of fundingLondon time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing Bridge Loans requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower Company at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of paymentLondon time). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing Bridge Loans to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower Company and, if so notified, the Borrower Company shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Company interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Company to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Eurocurrency Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower Company to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) rate plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) Loans and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower Company with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, provided that such Lender shall have full recourse against the Borrower Company to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower Company may have against the Lender as a result of any failure to fund or other default by such Lender hereunder.
Appears in 3 contracts
Samples: Bridge Loan Agreement (Ball Corp), Bridge Loan Agreement (Ball Corp), Bridge Loan Agreement (Ball Corp)
Disbursement of Funds. No later than 1:00 12:00 p.m. (New York City time or, as applicable, local time at in the place of fundingfinancial center for the applicable Alternative Currency (with respect to Loans denominated in an Alternative Currency)) on the date specified in each Notice of BorrowingBorrowing (3:30 p.m. New York City time in the case of Swing Line Loans), each Lender will make available its Pro Rata Share of Loans, to fund Loans of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower Company at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (New York City time or, as applicable, local time in the place financial center for the applicable Alternative Currency (with respect to Loans denominated in an Alternative Currency)), or in the case of paymentSwing Line Loans, 3:30 p.m. (New York City time). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower Company and, if so notified, the Borrower Company shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Company interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Company to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower Company to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and or at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower Company with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, provided that such Lender shall have full recourse against the Borrower Company to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower Company may have against the Lender as a result of any failure to fund or other default by such Lender hereunder.
Appears in 3 contracts
Samples: Credit Agreement (Ball Corp), Credit Agreement (Ball Corp), Credit Agreement (Ball Corp)
Disbursement of Funds. No later than 1:00 12:00 p.m. (local time at the place of the applicable Borrower receives funding) on the date specified in each Notice of BorrowingBorrowing (3:30 p.m. local time at the place of funding in the case of Swing Line Loans), each applicable Lender will make available its Pro Rata Share of Loans, to fund of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the applicable Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment), or in the case of Swing Line Loans, 4:30 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one (1) Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, the applicable Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the applicable Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the applicable Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and and, at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the such Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that provided that, such Lender shall have full recourse against the such Borrower to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the such Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 3 contracts
Samples: Credit Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, each Lender with a Commitment of the relevant Tranche will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.07) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, U.S. Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Notice Office, and the Administrative Agent will make available all funds so received by it in like funds as received by the Administrative Agent by wire transfer of such funds to the account designated in writing by Lead Borrower at its Payment Office the aggregate (including in any Notice of the amounts so made available by the Lenders not later than 2:00 p.m. (local Borrowing) from time in the place of payment)to time. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such LenderXxxxxx’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Xxxxxx has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify Lead Borrower and the Borrower and, if so notified, the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrowers interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the greater of the Federal Funds Rate and a rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to determined by the Administrative Agent in respect accordance with banking rules on interbank compensation and (ii) if recovered from the Borrowers, the rate of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder applicable to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lenderrelevant Borrowing, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to Section 2.08. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Term Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against the any Lender as a result of any default failure by such Lender Xxxxxx to make Term Loans hereunder.
Appears in 3 contracts
Samples: First Lien Term Loan Credit Agreement (VERRA MOBILITY Corp), First Lien Term Loan Credit Agreement (VERRA MOBILITY Corp), First Lien Term Loan Credit Agreement (VERRA MOBILITY Corp)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank with a Commitment under the respective Facility will make available its Pro Rata Share pro rata share, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All amounts shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office (or at such other office or account as the Borrower shall request and the Administrative Agent shall agree) the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars respective Loans.
(and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyb) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 3 contracts
Samples: Credit Agreement (Inacom Corp), Credit Agreement (Inacom Corp), Credit Agreement (Inacom Corp)
Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 p.m. (New York time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If the Administrative Agent makes such corresponding amount available to the Borrower but such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, at the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.07. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from of its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender Lender’s failure to make Loans hereunder.
Appears in 3 contracts
Samples: Priority Credit Agreement (Trico Marine Services Inc), Credit Agreement and Forbearance Agreement (Trico Marine Services Inc), Credit Agreement (Trico Marine Services Inc)
Disbursement of Funds. (a) No later than 1:00 p.m. 10:00 a.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowingthe Borrowing or such earlier time as may be agreed among the Lenders, the Borrower and the Administrative Agent for the purpose of consummating the Transactions each Lender will make available its Pro Rata Share pro rata portion of Loans, each Borrowing requested.
(b) Each Lender shall make available all amounts it is to fund to the Borrower under the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may befor its applicable Senior Interim Loan Commitments, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Office and the Administrative Agent will make available to the Borrower, by depositing to an account designated by the Borrower at its Payment Office to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of the Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such the date of Borrowing the Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available such amount to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in Dollars. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until Overnight Rate or (ii) if paid by the date paidBorrower, at the Federal Funds Rate for amounts then-applicable rate of interest or fees, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8 hereof, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to to, fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 2 contracts
Samples: Second Lien Loan Agreement (SunOpta Inc.), Second Lien Loan Agreement (SunOpta Inc.)
Disbursement of Funds. No later than 1:00 12:00 p.m. (local time at the place of the applicable Borrower receives funding) on the date specified in each Notice of BorrowingBorrowing (3:30 p.m. local time at the place of funding in the case of Swing Line Loans), each Lender will make available its Pro Rata Share of Loans, to fund Loans of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the applicable Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment), or in the case of Swing Line Loans, 3:30 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, the applicable Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the applicable Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the such Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and or at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the any Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that provided that, such Lender shall have full recourse against the Borrower Borrowers to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the any Borrower may have against the Lender as a result of any failure to fund or other default by such Lender hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Ball Corp), Credit Agreement (Ball Corp)
Disbursement of Funds. (a) No later than 1:00 2:00 p.m. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below.
(b) Each Lender shall make available all amounts it is to fund to the Borrower under any Borrowing in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Office and the Administrative Agent will make available to the Borrower, by depositing to an account designated by the Borrower at its Payment Office to the Administrative Agent in writing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrower, to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Effective Rate for amounts or (ii) if paid by the Borrower, the then-applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its respective Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Goodman Global Group, Inc.), Term Loan Credit Agreement (Goodman Sales CO)
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in of each Notice incurrence of BorrowingLoans, each Lender Bank will make available to the Administrative Agent its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Bank shall make available all amounts it is to fund under any Borrowing in U.S. dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Payment Office and the Administrative Agent will make available to the Borrower as promptly as practicable by depositing to its account at its the Administrative Agent’s Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of any such Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such the date of Borrowing such Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent within two Business Days. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans of interest, calculated in accordance with Section 1.08(a) or Eurocurrency Loans(b), applicable to as the Type of Loan to which such corresponding amount relatedcase may be, for the period respective Loans.
(c) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Amerus Group Co/Ia), Credit Agreement (Amerus Group Co/Ia)
Disbursement of Funds. No later than 1:00 p.m. (local time at the place of fundinga) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any received notice from an Appropriate Lender at least one Business Day prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion Pro Rata Share of the Borrowing to be made on such dateBorrowing, the Administrative Agent may assume that such Lender has made such amount Pro Rata Share available to the Administrative Agent on such the date of such Borrowing in accordance with Section 2.3(b) above, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such Pro Rata Share available to the Administrative Agent, each of such Lender and applicable Borrower severally agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is not in fact made available to the Administrative Agent by such Lender on applicable Borrower until the date of Borrowing, such amount is repaid to the Administrative Agent at (i) in the case of such Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the Overnight Rate plus any administrative, processing, or similar fees customarily charged by the Administrative Agent in accordance with the foregoing. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this Section 2.4(a) shall be entitled to recover such corresponding amount on demand from such Lenderconclusive in the absence of manifest error. If such Borrower and such Lender does not shall pay such corresponding amount forthwith upon interest to the Administrative Agent’s demand thereforAgent for the same or an overlapping period, the Administrative Agent shall promptly notify remit to such Borrower (to the extent such amount is covered by interest paid by such Lender) the amount of such interest paid by such Borrower and, if so notified, for such period. If such Lender pays its share of the Borrower shall immediately pay such corresponding amount applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. The Administrative Agent Any payment by any Borrower shall also be entitled without prejudice to recover from the any claim such Borrower interest on may have against a Lender that shall have failed to make such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent payment to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period .
(b) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the that any Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 2 contracts
Samples: Abl Credit Agreement (Avaya Holdings Corp.), Abl Credit Agreement (Avaya Holdings Corp.)
Disbursement of Funds. (a) No later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank will make available its Pro Rata Share pro rata share, if any, of Loans, to fund the such Borrowing requested to be made on such date date. All such amounts shall be made available to the Administrative Agent in Dollars, Euro or Sterling, as the case may be, relevant Approved Currency and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower by depositing to the account designated by the Borrower, which account shall be at its an institution in the same city as the respective Payment Office Office, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank participating in a Borrowing prior to the date of such Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andin writing or by telephone (promptly confirmed in writing), if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid type of respective Loans which were required to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars repaid.
(and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyb) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Trenwick Group Inc), Credit Agreement (Trenwick Group LTD)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All such amounts shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its Payment the Pay ment Office (or in accordance with any other disbursement instructions given by the Borrower) the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)U.S. Dollars and immediately available funds. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith forth with upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly (and in any event within two Business Days from the date the Administrative Agent made such funds available to the Borrower) notify the Borrower andBorrower, if so notified, and the Borrower shall immediately (within two Business Days of receiving such demand) pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Bor rower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars respective Loans.
(and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyb) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 2 contracts
Samples: Credit Agreement (R&b Falcon Corp), Credit Agreement (R&b Falcon Corp)
Disbursement of Funds. No later than 1:00 p.m. (local time at i) Each Lender shall make the place amount of funding) on the date specified in each Notice of Borrowing, each Lender will make available its such Lender’s Pro Rata Share of Loans, the requested Borrowing available to fund the Borrowing requested to be made on such date Agent in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, at to Agent’s Account, not later than 1:00 p.m. (New York City time) on the Payment Office Funding Date applicable thereto. After Agent’s receipt of the proceeds of such Loan, Agent shall make the proceeds thereof available to Borrower on the applicable Funding Date by transferring immediately available funds equal to such proceeds received by Agent to the Designated Account.
(ii) Unless Agent receives notice from a Lender prior to 9:00 a.m. (New York City time) on the date of a Borrowing (or 1:00 p.m. (New York City time) on the date of a Borrowing with respect to Base Rate Loans to be made on same day notice) that such Lender will not make available as and when required hereunder to Agent for the account of such non-U.S. office Borrower the amount of that Lender’s Pro Rata Share of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such dateBorrowing, the Administrative Agent may assume that each such Lender has made or will make such amount available to Agent in immediately available funds on the Administrative Funding Date and Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required toso required), in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If any Lender shall not have made its full amount available to Agent in Dollars and in immediately available funds and if Agent in such corresponding circumstances has made available to Borrower such amount, that Lender shall on the Business Day following such Funding Date make such amount available to Agent, together with interest at the Defaulting Lender Rate for each day during such period. A notice submitted by Agent to any Lender with respect to amounts owing under this Section 2.3(c)(ii) shall be conclusive, absent manifest error. If such amount is so made available, such payment to Agent shall constitute such Lender’s Loan on the Funding Date for all purposes of this Agreement. If such amount is not in fact made available to Agent on the Administrative Business Day following the Funding Date, Agent will notify Borrower of such failure to fund and, upon demand by Agent, Borrower shall pay such Lender on amount to Agent for Agent’s account, together with interest thereon for each day elapsed since the date of such Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the interest rate for Base Rate Loans or Eurocurrency Loans, applicable at the time to the Type Loans composing such Borrowing. The failure of any Lender to make any Loan to which such corresponding amount related, for the period in question; provided, however, that on any interest paid to the Administrative Agent in respect Funding Date shall not relieve any other Lender of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due any obligation hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by make a Loan on such LenderFunding Date, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such but no Lender shall be deemed to have assigned any and all payments made responsible for the failure of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due Lender to it hereunder first make the Loan to the Administrative Agent to fund any outstanding Loans be made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such other Lender hereunderon any Funding Date.
Appears in 2 contracts
Samples: Credit Agreement (Golden Nugget Online Gaming, Inc.), Credit Agreement (Golden Nugget Online Gaming, Inc.)
Disbursement of Funds. (a) No later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank will make available its Pro Rata Share PRO RATA share of Loans, to fund the each Borrowing requested to be made on such date in Dollarsthe manner provided below, Euro or Sterling, as PROVIDED that all Swingline Loans shall be made available by the case may be, Swingline Bank no later than 3:00 P.M. (New York time) on the date so requested. All such amounts shall be made available to the Administrative Agent in U.S. dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars respective Revolving Loans.
(and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyb) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Geo Specialty Chemicals Inc), Credit Agreement (Geo Specialty Chemicals Inc)
Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingLondon time) on the date specified in each Notice of Borrowing, each Lender with a Commitment will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 P.M. (London Time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (London Time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to Section 1.07. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 2 contracts
Samples: Credit Agreement (NCL CORP Ltd.), Credit Agreement (NCL CORP Ltd.)
Disbursement of Funds. No later than 1:00 p.m. (local time at a) [Reserved].
(b) Each Lender shall make available all amounts it is to fund to the place of funding) on the date specified in each Notice of Borrower under any Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Agent, and the Administrative Agent will make available to the Borrower, by depositing in an account designated by the Borrower at its Payment Office to the Administrative Agent in writing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available the same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrower, to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the Federal Funds Rate or (ii) if paid by the Borrower, the then-applicable rate for Base Rate Loans or Eurocurrency Loansof interest, calculated in accordance with Section 2.08, applicable to Index Rate Loans. If the Type of Loan to which Borrower and such corresponding amount related, for the period in question; provided, however, that any Lender shall pay interest paid to the Administrative Agent in respect for the same (or a portion of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to same) period, the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first promptly remit to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans interest paid by the Borrower for such Lender has been deemed to have made pursuant to the preceding sentence. period.
(c) Nothing herein in this Section 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 2 contracts
Samples: Credit Agreement (Tiga Acquisition Corp.), Credit Agreement (Tiga Acquisition Corp.)
Disbursement of Funds. (a) No later than 1:00 2:00 p.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of BorrowingBorrowing (including Mandatory Borrowings), each Lender will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollarsthe manner provided below, Euro or Sterling, as provided that all Swingline Loans shall be made available in the case may befull amount thereof by the Swingline Lender no later than 3:00 p.m. (New York City time) on the date requested.
(b) Each Lender shall make available all amounts it is to fund to the applicable Borrower under any Borrowing for its applicable Commitments, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct Agent’s Office in the case of Eurocurrency Loans) applicable currency and the Administrative Agent will (except in the case of Mandatory Borrowings and Borrowings to repay Unpaid Drawings) make available to the applicable Borrower, by depositing to an account designated by the applicable Borrower at its Payment Office to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)applicable currency. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available such amount to the applicable Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, and the applicable Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in the applicable currency. The Administrative Agent shall also be entitled to recover from such Lender or the applicable Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the applicable Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until Overnight Rate or (ii) if paid by the date paidapplicable Borrower, at the Federal Funds Rate for amounts then-applicable rate of interest or fees, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the that any Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 2 contracts
Samples: Credit Agreement (HCA Holdings, Inc.), Credit Agreement (Hca Inc/Tn)
Disbursement of Funds. No later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of BorrowingFunding Date, each Lender with a Commitment will make available its Pro Rata Share pro rata portion of Loans, to fund the such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Agent, and the Administrative Agent will make available to the Borrower at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing Funding Date that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing the Funding Date and the Administrative Agent may, but shall not be required toAd- ministrative Agent, in reliance upon such assumption, may (in its sole discretion and without obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andand if Administrative Agent shall have advanced such amount to Borrower, if so notified, the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or Borrower, as the Borrower case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, the overnight Federal Funds Rate and (ii) if recovered from Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to Section 1.07. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.03 shall be deemed to relieve any Lender from its obligation to fulfill make its Commitment respective Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make its respective Loans hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Trumps Castle Funding Inc), Credit Agreement (Trump Hotels & Casino Resorts Funding Inc)
Disbursement of Funds. No later than 1:00 12:00 p.m. (local time at the place of the applicable Borrower receives funding) on the date specified in each Notice of BorrowingBorrowing (3:30 p.m. local time at the place of funding in the case of Swing Line Loans), each Lender will make available its Pro Rata Share of Loans, to fund of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the applicable Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment), or in the case of Swing Line Loans, 4:30 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one (1) Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, the applicable Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the applicable Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the applicable Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and and, at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the such Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that provided that, such Lender shall have full recourse against the such Borrower to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the such Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Crown Holdings Inc), Credit Agreement (Crown Holdings Inc)
Disbursement of Funds. No later than 1:00 p.m. (local time at On the place of funding) on the date specified in each Notice of BorrowingClosing Date, each Lender with an Initial Term Loan Commitment will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.07) of Loans, to fund the Borrowing requested to such Borrowing. All such amounts will be made on such date available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent will make available to the Borrower at its the Payment Office Office, or to such other account as Borrower may specify in writing to the Administrative Agent, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, the and Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from the Borrower such Lender, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or interest rate otherwise applicable to such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing feeLoans for each day thereafter. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 2 contracts
Samples: Intercreditor Agreement (Alden Global Capital LLC), First Lien Term Loan Credit and Guarantee Agreement (Alden Global Capital LLC)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each a Notice of Borrowing, each Lender Bank with a Commitment under the respective Facility will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All such amounts shall be made available to the Administrative Agent in U.S. dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative such Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; providedrespective Loans.
(b) Notwithstanding the foregoing, however, that any interest paid the Special Funding Procedures Letter shall be executed by the Company and each Bank prior to the Administrative Agent in respect Initial Borrowing Date to provide for mutually satisfactory arrangements whereby a pre-funding of such corresponding amount the initial A Term Loans comprising Share Purchase Loans shall be credited against interest payable by the Borrower to such Lender under Section 3.1 made in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent advance of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Tender Offer Closing Date.
(c) Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Zurn Industries Inc), Credit Agreement (Zurn Industries Inc)
Disbursement of Funds. No later than 1:00 p.m. P.M. (local time at in the place city in which the proceeds of fundingsuch Loans are to be made available in accordance with the terms hereof) on the date specified in each Notice of Borrowing, each Lender with a relevant Commitment will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.08) of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro the manner provided below. All such amounts will be made available in Dollars (in the case of Dollar Revolving Loans) or Sterlingthe applicable Alternate Currency (in the case of Alternate Currency Revolving Loans), as the case may be, and in immediately available funds, funds at the appropriate Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Agent, and the Administrative Agent will make available to the relevant Borrower at its Payment Office or Borrowers by depositing to its, or their, relevant account as directed by the respective Borrower or Borrowers, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the respective Borrower or Borrowers, and, if so notifiedto the extent such corresponding amount has previously been disbursed to such Borrower or Borrowers, the such Borrower or Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from the such Lender or such Borrower or Borrowers, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the respective Borrower to or Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts as in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) effect from time to time for the first three days after and the date such amount is due and interest rate applicable to Dollar Revolving Loans maintained as Base Rate Loans for each day thereafter at (or, in the Federal Funds case of an Alternate Currency Revolving Loan in a given Alternate Currency, the relevant Euro Rate (or such cost as determined on the basis provided in the proviso in the definition of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations thereinrelevant Euro Rate) and any other amounts due to it hereunder first (ii) if recovered from the respective Borrower or Borrowers, the rate of interest applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.09. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.05 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Revolving Loans hereunder or to prejudice any rights which the relevant Borrower or Borrowers may have against the any Lender as a result of any default failure by such Lender to make Revolving Loans required to be made by it hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Host Hotels & Resorts L.P.), Credit Agreement (Host Hotels & Resorts, Inc.)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in of each Notice of BorrowingBorrowing (including Mandatory Borrowings), each Lender will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Lender shall make available all amounts it is to fund under any Borrowing in U.S. dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent's Office and the Administrative Agent will (except in the case of Mandatory Borrowings) make available to the Borrower by depositing to its account at its Payment the Administrative Agent's Office the aggregate of the amounts so made available by in U.S. dollars and the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts or (y) if paid by the Borrower, the then applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 1.09, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.05 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Rj Reynolds Tobacco Holdings Inc), Credit Agreement (Rj Reynolds Tobacco Holdings Inc)
Disbursement of Funds. No later than 1:00 p.m. (local time at a) [Reserved].
(b) Each Lender shall make available all amounts it is to fund to the place of funding) on the date specified in each Notice of Borrower under any Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Agent, and the Administrative Agent will make available to the Borrower, by depositing in an account designated by the Borrower at its Payment Office to the Administrative Agent in writing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Lxxxxx has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available the same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrower, to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the Federal Funds Rate or (ii) if paid by the Borrower, the then-applicable rate for Base Rate Loans or Eurocurrency Loansof interest, calculated in accordance with Section 2.08, applicable to Index Rate Loans. If the Type of Loan to which Borrower and such corresponding amount related, for the period in question; provided, however, that any Lender shall pay interest paid to the Administrative Agent in respect for the same (or a portion of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to same) period, the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first promptly remit to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans interest paid by the Borrower for such Lender has been deemed to have made pursuant to the preceding sentence. period.
(c) Nothing herein in this Section 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lxxxxx xxxxxxxxx (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 2 contracts
Samples: Credit Agreement (Grindr Inc.), Credit Agreement (Tiga Acquisition Corp.)
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank with a Commitment under the relevant Facility will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below. All amounts shall be made available to the Administrative Agent in immediately available funds, denominated in Dollars, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will promptly make available to the Borrower by depositing to the Borrower's account at its the Payment Office or such other account as the aggregate of Borrower may designate, the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)immediately available funds, denominated in Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately within two Business Days pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.09, for the period respective Loans.
(b) Nothing in question; providedthis Section 1.04 shall, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loansto, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments and to fully perform its obligations hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Universal American Financial Corp), Credit Agreement (Universal American Financial Corp)
Disbursement of Funds. (a) No later than 12:00 noon (New York time) (1:00 p.m. P.M. (local time at New York time) in the place case of fundingBase Rate Loans made pursuant to same day notice) on the date specified in each Notice of Borrowing, each Lender with a Commitment under the respective Facility will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All such amounts shall be made available to the Administrative Agent in U.S. dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate for amounts or (y) if paid by the Borrower, the then applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 1.08, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds rateb) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 2 contracts
Samples: Credit Agreement (National Tobacco Co Lp), Credit Agreement (National Tobacco Co Lp)
Disbursement of Funds. (a) No later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowingapplicable Borrowing Date, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below.
(b) Each Lender shall make available all amounts it is to fund under any Borrowing in immediately available funds, funds to the Administrative Agent at the Payment Office (for the account of such non-U.S. an office of the Administrative Agent as from time to time notified by the Administrative Agent may direct to the Lenders (but initially the office set forth for the Administrative Agent in the case of Eurocurrency Loans) Section 12.2(a)(ii)), and the Administrative Agent will make available to the Borrower at its Payment Office by depositing such funds as specified in the Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)available. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of applicable Borrowing Date that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Date, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Effective Rate for amounts or (ii) if paid by the Borrower, the then-applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 2 contracts
Samples: Term Loan Credit Agreement (ITC Holdings Corp.), Term Loan Credit Agreement (ITC Holdings Corp.)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in of each Notice of BorrowingBorrowing (including Mandatory Borrowings), each Lender Bank will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Bank shall make available all amounts it is to fund under any Borrowing in U.S. dollars and in immediately available funds, funds to the Payments Administrator at the Payment Payments Administrator's Office and the Payments Administrator will (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct except in the case of Eurocurrency LoansMandatory Borrowings) and the Administrative Agent will make available to the Borrower by depositing to its account at its Payment the Payments Administrator's Office the aggregate of the amounts so made available by in U.S. dollars and the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent Payments Administrator shall have been notified by any Lender at least one Business Day Bank prior to the date of any such Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Payments Administrator its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent Payments Administrator may assume that such Lender Bank has made such amount available to the Administrative Agent Payments Administrator on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toPayments Administrator, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent Payments Administrator by such Lender on Bank and the date of BorrowingPayments Administrator has made available same to the Borrower, the Administrative Agent Payments Administrator shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s Payments Administrator's demand therefor, the Administrative Agent Payments Administrator shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentPayments Administrator. The Administrative Agent Payments Administrator shall also be entitled to recover from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent Payments Administrator to the Borrower to the date such corresponding amount is recovered by the Administrative AgentPayments Administrator, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.09, for the period respective Loans.
(c) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.05 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 2 contracts
Samples: Credit Agreement (RJR Nabisco Inc), Credit Agreement (Nabisco Inc)
Disbursement of Funds. (a) No later than 1:00 p.m. (local time at the place of funding) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below.
(b) Each Lender shall make available all amounts it is to fund to the Borrower under any Borrowing in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct Agent’s Office in the case of Eurocurrency Loans) Dollars, and the Administrative Agent will (except in the case of Borrowings to repay Unpaid Drawings) make available to the Borrower, by depositing to an account designated by the Borrower at its Payment Office to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available such amount to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in Dollars. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until Overnight Rate or (ii) if paid by the date paidBorrower, at the Federal Funds Rate for amounts then-applicable rate of interest or fees, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 2 contracts
Samples: Credit Agreement (KKR Financial Holdings LLC), Credit Agreement (KKR Financial Holdings LLC)
Disbursement of Funds. No later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date (or in Dollars, Euro or Sterling, as the case may beof Swingline Loans, BTCo shall make available the full amount thereof). All such amounts shall be made available in Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Agent, and the Administrative Agent will make available to the Borrower at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Banks. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingBank, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Bank, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to Section 1.09. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.05 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default failure by such Lender Bank to make Loans hereunder.
Appears in 2 contracts
Samples: Credit Agreement (Appliance Warehouse of America Inc), Credit Agreement (Coinmach Corp)
Disbursement of Funds. No later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender with a Commitment will make available its Pro Rata Share pro rata portion (determined in accordance with Section 1.06) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 p.m. (New York time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 1.07. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in of each Notice incurrence of BorrowingLoans, each Lender with a Commitment under the respective Tranche will make available to the Administrative Agent its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Lender shall make available all amounts it is to fund under any Borrowing in Dollars and in immediately available funds, funds to the Administrative Agent at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower as promptly as practicable on the date of the respective Borrowing, by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such the date of Borrowing such Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent within two (2) Business Days. The Administrative Agent shall also be entitled to recover from the Borrower Lender or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate for amounts or (y) if paid by the Borrower, the then applicable rate of interest, calculated in Dollars accordance with Section 1.08(a) or (and at b), as the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) case may be, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (Usi Holdings Corp)
Disbursement of Funds. No later than 1:00 p.m. P.M. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, Borrowing each Lender with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.07) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent will make available to the Borrower at its the Payment Office Office, or to such other account or accounts as the Borrower may specify in writing prior to the Initial Borrowing Date or (in the case of a Borrowing of C Term Loans) the C Term Borrowing Date, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Samples: Credit Agreement and Subsidiaries Guaranty (Leap Wireless International Inc)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York --------------------- time) on the date specified in each Notice of BorrowingBorrowing or each notice described in Section 1.03(b)(i) or (ii), each Lender with a Commitment under the respective Facility will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing --- ---- requested to be made on such date (or in Dollars, Euro or Sterling, as the case may beof Swingline Loans, and BTCo shall make available the full amount thereof) in the manner provided below. All such amounts shall be made available to the Administrative Agent in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will promptly make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate for amounts or (y) if paid by the Borrower, the then applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 1.08, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds rateb) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (Unilab Corp /De/)
Disbursement of Funds. No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingPacific time) on the date specified in each Notice of BorrowingClosing Date, each Lender will make available its Pro Rata Share pro rata portion (determined based upon its Commitment) of Loans, to fund the Borrowing borrowing requested to be made. All such amounts will be made on such date available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent will make available to the Borrower at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing Closing Date that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing any borrowing to be made on such datethe Closing Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing the Closing Date and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective borrowing, as determined pursuant to Section 2.06. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.03 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder. This Section 2.03 is subject to Section 2.19.
Appears in 1 contract
Samples: Credit Agreement (Blackline, Inc.)
Disbursement of Funds. (a) No later than 1:00 p.m. 2:00 PM (local time at for the place of fundingAdministrative Agent) on the date specified in of each Notice of BorrowingSyndicated Loan pursuant to the Commitments (other than one resulting from a conversion or continuation pursuant to Section 3.01(b)), each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and Syndicated Loan in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Agent. The Administrative Agent will make available to the Borrower at its Payment Office Intermet the aggregate of the amounts (if any) so made available by the Lenders to the Administrative Agent in a timely manner by crediting such amounts to Intermet's demand deposit account maintained with the Administrative Agent or at Intermet's option, effecting a wire transfer of such amounts to an account specified by Intermet, by the close of business on such Business Day. In the event that the Lenders do not make such amounts available to the Administrative Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to Intermet in the manner described in the preceding sentence on the next Business Day (with interest on such amount to begin accruing hereunder on such next Business Day).
(b) No later than 2:00 p.m. 3:00 PM (local time for the Administrative Agent) on the date of each Swingline Loan, the Swingline Lender will make available the amount of its Swingline Loan in immediately available funds at the place Payment Office of payment). the Administrative Agent on the date of such Swingline Loan.
(c) Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of a Borrowing (or, with respect to a Borrowing consisting of Base Rate Advances, prior to 12:00 Noon on the date of such Borrowing) that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, may make available to the Borrower Intermet a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderLender together with interest at the Federal Funds Rate. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andIntermet, if so notified, the Borrower and Intermet shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower together with interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, specified for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentenceBorrowing. Nothing herein in this subsection shall be deemed to relieve any Lender from its obligation to fulfill fund its Commitment or Swingline Loans hereunder or to prejudice any rights which the Borrower Intermet may have against the any Lender as a result of any default by such Lender hereunder.
(d) All Syndicated Loans under the Commitments shall be loaned by the Lenders on the basis of their Pro Rata Share of the Commitments. All Swingline Loans shall be loaned by the Swingline Lender. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make the Loans provided to be made by it hereunder, regardless of the failure of any other Lender to fund its Commitments or Swingline Loans hereunder.
Appears in 1 contract
Samples: Credit Agreement (Intermet Corp)
Disbursement of Funds. No (a) Subject to and upon the terms and conditions herein set forth, each Lender agrees, severally and not jointly, no later than 1:00 p.m. 12:00 noon (local time at the place of fundingLocal Time) on the date specified in each Notice of Borrowing, each Lender will Closing Date to make available its Pro Rata Share pro rata portion of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below.
(a) Each Lender shall make available all amounts it is to fund under the Borrowing in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as the Administrative Agent may direct at its office specified in the case of Eurocurrency Loans) Section 10.01 and the Administrative Agent will make available to the Borrower at its Payment Office by depositing to the Borrower’s account as designated in the Notice of Borrowing the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)available. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of the Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderLender and the Borrower. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the then-applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 2.05, for the period Loans.
(b) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.03 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender or the Administrative Agent to fulfill its commitments hereunder).
Appears in 1 contract
Samples: Bridge Loan Agreement (Alion Science & Technology Corp)
Disbursement of Funds. No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank with a Commitment under the respective Tranche will make available its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing of Loans requested to be made on such date date, in Dollars, Euro or Sterling, as the case may be, relevant Applicable Currency and in immediately available funds, funds at the appropriate Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Agent. The Administrative Agent will make available to the relevant Borrower at its the Payment Office in the relevant Applicable Currency, in immediately available funds, the aggregate of the amounts so made available by the Lenders not later than Banks prior to 2:00 p.m. P.M. (local time in the place city in which the proceeds of payment)such Loans are to be made available in accordance with the terms hereof) on such day, to the extent of funds actually received by the Administrative Agent. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s Bank's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingBank, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the US Borrower and, if so notified, and the relevant Borrower and the relevant Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower relevant Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Bank, the overnight Federal Funds Rate and (ii) if recovered from such Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder1.
Appears in 1 contract
Samples: Credit Agreement (Aearo Corp)
Disbursement of Funds. (a) No later than 1:00 p.m. (local time at the place of funding) 12:00 Noon on the date specified in each Notice of BorrowingClosing Date, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing requested to be made on such date and in Dollarsthe manner provided below.
(b) Unless otherwise agreed by the Company and the Administrative Agent in writing, Euro or Sterling, as each Lender shall make available all amounts it is to fund to the case may be, and Borrowers on the Closing Date in immediately available funds, at funds in the Payment Office (for the account of such non-U.S. office of Base Currency to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Office, and the Administrative Agent will make available to the Borrower at its Payment Office Borrowers, by depositing to an account designated by the Company to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Base Currency. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing Closing Date that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such datethe Closing Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing the Closing Date, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrowers, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower Borrowers, and the Borrowers shall promptly (and, if so notifiedin any event, the Borrower shall immediately within one Business Day of such notice) pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrowers interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the greater of the Federal Funds Effective Rate and a rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to determined by the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from accordance with banking industry practice on interbank compensation, plus any Lender which is not paid when due shall bear interest payable by such Lenderadministrative, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros processing or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender similar fees customarily charged by the Administrative Agent pursuant to in connection with the foregoing, or (ii) if paid by the Borrower, the then-applicable rate of interest, calculated in accordance with Section 2.8, for the relevant Loans.
(c) Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the that any Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that the obligations of each Lender hereunder are several and no Lender shall be responsible for the failure of any other Lender to fulfill its obligations hereunder).
Appears in 1 contract
Disbursement of Funds. No (a) Not later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender with a Commitment will make available its Pro Rata Share pro rata share (determined in accordance with Section 1.07), if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All amounts shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars or (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyy) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender if paid by the Administrative Agent pursuant to Borrower, the then applicable rate of interest, calculated in accordance with Section 1.08.
(b) Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein Agreement shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in each Notice of BorrowingClosing Date, each Lender Bank will make available to the Administrative Agent its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Bank shall make available all amounts it is to fund on the Closing Date under each Borrowing in U.S. dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent's Payment Office and the Administrative Agent will make available to the Borrower by depositing to its account at its the Administrative Agent's Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing Closing Date that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing the Closing Date, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period respective Loans.
(c) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Samples: Credit Agreement (Superior National Insurance Group Inc)
Disbursement of Funds. No later than 1:00 p.m. (local time at the place of funding) CST on the date specified in each Notice of Borrowing, each Lender with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.07) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent will make available to the Borrower at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time under the respective Tranche by wire transfer of such funds in accordance with instructions provided to the place of payment)Administrative Agent by the Borrower. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount has been made available to the Borrower by the Administrative Agent and is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in the Dollars in immediately available funds at the Payment Office. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.08. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 p.m. (local time at the place of fundinga) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any received notice from an Appropriate Lender at least one Business Day prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such LenderXxxxxx’s portion Pro Rata Share of the Borrowing to be made on such dateBorrowing, the Administrative Agent may assume that such Lender has made such amount Pro Rata Share available to the Administrative Agent on such the date of such Borrowing in accordance with Section 2.3(b) above, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If the Administrative Agent shall have so made funds available, then, to the extent that such Lender shall not have made such Pro Rata Share available to the Administrative Agent, each of such Lender and Borrower severally agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is not in fact made available to the Administrative Agent by such Lender on Borrower until the date of Borrowing, such amount is repaid to the Administrative Agent at (i) in the case of the Borrower, the interest rate applicable at the time to the Loans comprising such Borrowing and (ii) in the case of such Lender, the Overnight Rate plus any administrative, processing, or similar fees customarily 78 charged by the Administrative Agent in accordance with the foregoing. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this Section 2.4(a) shall be entitled to recover such corresponding amount on demand from such Lenderconclusive in the absence of manifest error. If the Borrower and such Lender does not shall pay such corresponding amount forthwith upon interest to the Administrative Agent’s demand thereforAgent for the same or an overlapping period, the Administrative Agent shall promptly notify remit to the Borrower and, if so notified, (to the extent such amount is covered by interest paid by such Lender) the amount of such interest paid by the Borrower shall immediately pay for such corresponding amount period. If such Lender pays its share of the applicable Borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such Borrowing. The Administrative Agent shall also be entitled to recover from the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable Any payment by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect without prejudice to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which claim the Borrower may have against a Lender that shall have failed to make such payment to the Lender as a result of any default by such Lender hereunderAdministrative Agent.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 12:00 p.m. (local time at the place of the applicable Borrower receives funding) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund Multicurrency Revolving Loans of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the applicable Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, the applicable Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the applicable Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the such Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and and, at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the any Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that provided that, such Lender shall have full recourse against the Borrower Borrowers to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the any Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (Greif Inc)
Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the applicable Borrower (prior to 1:00 p.m. (New York time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If the Administrative Agent makes such corresponding amount available to the applicable Borrower but such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, Representative and the Borrower Borrowers shall severally agree to immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the applicable Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrowers, at the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.07. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from of its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against the any Lender as a result of any default by such Lender Lender’s failure to make Loans hereunder.
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollarsthe manner provided below, Euro or Sterling, as provided that all Swingline Loans shall be made available by BTCo no later than 3:00 P.M. (New York time) on the case may be, date so requested. All such amounts shall be made available to the Administrative Agent in U.S. Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars respective Loans.
(and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyb) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 2:00 p.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Lender shall make available all amounts it is to fund to the Borrower in Dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Office and the Administrative Agent will make available to the Borrower, by depositing to an account designated by the Borrower at its Payment Office to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available such amount to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in Dollars. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until Overnight Rate or (ii) if paid by the date paidBorrower, at the Federal Funds Rate for amounts then-applicable rate of interest or fees, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in of each Notice incurrence of BorrowingLoans, each Lender Bank will make available to the Administrative Agent its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Bank shall make available all amounts it is to fund under any Borrowing in U.S. dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent's Payment Office and the Administrative Agent will make available to the Borrower as promptly as practicable by depositing to its account at its the Administrative Agent's Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of any such Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such the date of Borrowing such Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent within two Business Days. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans of interest, calculated in accordance with Section 1.08(a) or Eurocurrency Loans(b), applicable to as the Type of Loan to which such corresponding amount relatedcase may be, for the period respective Loans.
(c) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Disbursement of Funds. No Subject to the terms and conditions hereof, no later than 1:00 p.m. 11:00 a.m. (local time at the place of fundingBeijing time) on the date specified in each Notice of Borrowing, each Lender will make available available, through such Lender’s Applicable Lending Office, its Pro Rata Share pro rata portion of Loans, to fund the Borrowing aggregate amount of the Loans requested to be made on such date date, in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Agent, and the Administrative Agent will make available to the Borrower at its Payment Office pay the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time directly to the bank account of the Supplier as specified by the Borrower in the place Notice of payment)Borrowing, except for amounts not exceeding in the aggregate US$45,000,000, which shall be made available by the Lenders directly to an account of the Borrower as specified by the Borrower in the Notice of Borrowing to reimburse the Borrower for amounts already paid by or on behalf of the Borrower to the Supplier prior to the Closing Date in respect of Purchase Orders and/or Sinosure Purchase Orders eligible for financing hereunder. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the applicable date of the Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing date, and the Administrative Agent may, but shall not be required toshall, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, the Borrower shall immediately pay such corresponding amount to the Administrative Agenton demand. The Administrative Agent shall also be entitled to recover on demand from the Borrower such Lender interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid cost to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, acquiring overnight federal funds at the Federal Funds Rate for amounts then applicable rate. Nothing in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make a Loan hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Samples: Credit Agreement (Nii Holdings Inc)
Disbursement of Funds. No later than 1:00 p.m. (local time at the place of fundinga) on the date specified in each Notice of Borrowing, each [Reserved].
(b) Each Lender will shall make available its Pro Rata Share of Loans, all amounts it is to fund to the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and Borrower in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Lending Office, and the Administrative Agent will make available to the Borrower at its Payment Office on the applicable date of the Loans, by depositing to the account specified by the Borrower in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)U.S. Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the such date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing Loans to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing date, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, and the Administrative Agent shall be entitled has made available same to recover such corresponding amount on demand from such Lender. If such the Borrower, then the applicable Lender does not and the Borrower severally agree to pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, immediately to the Administrative Agent shall promptly notify the Borrower and, if so notified, the Borrower shall immediately pay forthwith on demand (without duplication) such corresponding amount to the Administrative Agentamount. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the greater of (A) the Federal Funds Rate and (B) a rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to determined by the Administrative Agent in respect of such corresponding amount shall be credited against interest payable accordance with banking industry rules on interbank compensation or (ii) if paid by the Borrower to such Lender under Borrower, the then-applicable rate of interest, calculated in accordance with Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender2.08, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at New York time) (3:00 P.M. (New York time) in the place case of fundingBase Rate Loans made pursuant to same day notice) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date date. All such amounts shall be made available to the Administrative Agent in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent promptly will make available to the Borrower Borrowers by depositing to a Borrower’s account at its the Payment Office or as otherwise directed in the applicable Notice of Borrowing the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing the proposed incurrence that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing date, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrowers, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent may notify the Borrowers, and, upon receipt of such notice, the Borrowers shall promptly notify the Borrower and, if so notified, the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate for amounts or (y) if paid by the Borrowers, the then applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 1.08, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds rateb) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower Borrowers may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank with a Commitment under the respective Facility will make available its Pro Rata Share PRO RATA share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below. All amounts shall be made available to the Administrative Agent in immediately available funds, denominated in U.S. Dollars, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will promptly make available to the Borrower by depositing to the Borrower's account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (Y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period respective Loans.
(b) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Samples: Credit Agreement (Ceres Group Inc)
Disbursement of Funds. No later than 1:00 12:00 p.m. (local time at the place of the applicable Borrower receives funding) on the date specified in each Notice of BorrowingBorrowing (3:30 p.m. local time at the place of funding in the case of Swing Line Loans), each Lender will make available its Pro Rata Share of Loans, to fund Loans of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the applicable Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment), or in the case of Swing Line Loans, 3:30 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, the applicable Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the applicable Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the such Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and and, at the Administrative Agent’s 's cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s 's standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the any Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that provided that, such Lender shall have full recourse against the Borrower Borrowers to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the any Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (Ball Corp)
Disbursement of Funds. (a) No later than 1:00 p.m. (local time at the place of funding) 11:00 a.m. on the date specified in each Notice of Borrowing, each Lender will make available, by initiating a wire transfer of immediately available funds, its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date and in Dollarsthe manner provided below.
(b) Unless otherwise agreed by the Company and the Administrative Agent in writing, Euro or Sterling, as each Lender shall make available all amounts it is to fund to the case may be, and Borrowers under any Borrowing for its applicable Commitments in immediately available fundsfunds in US Dollars or Euro, at the Payment Office (for the account of such non-U.S. office of as applicable, to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Office and the Administrative Agent will (except in the case of Borrowings to repay Unpaid Drawings) make available to the Borrower at its Payment Office Borrowers, by depositing to an account designated by the Company to the Administrative Agent, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)US Dollars or Euro, as applicable. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Xxxxxx has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available the same to the Borrowers, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrowers, if so notified, and the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrowers interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the greater of the Federal Funds Effective Rate and a rate for Base Rate Loans determined by the Administrative Agent in accordance with banking industry practice on interbank compensation, plus any administrative, processing or Eurocurrency Loanssimilar fees customarily charged by the Administrative Agent in connection with the foregoing, or (ii) if paid by the Borrowers, the then-applicable to the Type rate of Loan to which such corresponding amount relatedinterest, calculated in accordance with Section 2.8, for the period in question; provided, however, that any relevant Loans. If the Borrowers and such Lender shall pay such interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by for the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to same or an overlapping period, the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first promptly remit to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of Borrowers the amount of such Loans interest paid by the Borrowers for such Lender has been deemed to have made pursuant to the preceding sentence. period.
(c) Nothing herein in this Section 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the that any Borrower may have against the any Lender as a result of any default by such Xxxxxx xxxxxxxxx (it being understood, however, that the obligations of each Lender hereunder are several and no Lender shall be responsible for the failure of any other Lender to fulfill its obligations hereunder).
Appears in 1 contract
Samples: Revolving Credit Agreement (NXP Semiconductors N.V.)
Disbursement of Funds. (a) No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingPayment Office) on the date specified in each Notice of Borrowing, each Lender with a Commitment under the Facility under which any Borrowing pursuant to such Notice of Borrowing is to be made will make available its Pro Rata Share pro rata share, if any, of Loans, to fund the each Borrowing under such Facility requested to be made on such date in Dollars, Euro the manner provided below. All amounts shall be made available to the Administrative Agent in U.S. dollars or Sterling, as the case may be, applicable Alternative Currency and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Lender, the overnight Federal Funds Effective Rate, in the case of any Loan denominated in Dollars, or at the weighted average overnight or weekend borrowing rate for Base Rate Loans or Eurocurrency Loans, immediately available and freely transferrable funds in the applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, Alternative Currency that any interest paid is offered to the Administrative Agent in respect the international markets, in the case of such corresponding amount shall be credited against interest payable any Loan denominated in an Alternative Currency, or (y) if paid by the Borrower Borrower, the then applicable rate of interest, calculated in accordance with section 2.8, for the respective Loans (but without any requirement to such Lender under Section 3.1 pay any amounts in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent thereof pursuant to this Section 2.7 until such Loans have been funded section 2.11).
(as a result of such assignment or otherwiseb) Nothing herein and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent no subsequent termination of the amount of such Loans such Lender has been deemed to have made Commitments pursuant to the preceding sentence. Nothing herein section 5.1 or 5.2 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder and in existence from time to time or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 p.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, each Lender with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.08) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent will make available to the Borrower at its the Payment Office Office, or to such other account as the Borrower may specify in writing prior to the Closing Date, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.09. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.05 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Samples: First Lien Credit and Guarantee Agreement (Janus International Group, Inc.)
Disbursement of Funds. (a) No later than 1:00 p.m. 11:00 a.m. (local time at the place of fundingNew York time) on the date specified in each the Notice of Borrowing, each Lender will make available its Pro Rata Share Percentage of Loans, to fund the Borrowing requested to Borrowing. All such amounts will be made on such date available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 p.m. (New York time) in accordance with Section 2.03(b), to the extent of funds actually received by the Administrative Agent prior to 11:00 a.m. (New York time) on such day) at its the Payment Office Office, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of the Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such dateBorrowing, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such the date of the Borrowing and the Administrative Agent may, may in its sole discretion (but shall not not, for the avoidance of doubt, be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and such amount is advanced to the date of BorrowingBorrower by the Administrative Agent, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent Borrowing, as determined pursuant to Section 2.06. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.03 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
(b) The funds disbursed pursuant to each Borrowing shall be deposited in a deposit account located at, and controlled by, the Administrative Agent and held as Collateral subject to a Lien (such deposit account, the “Loan Account”). Such funds shall be disbursed from the Loan Account solely in accordance with the DIP Budget and Section 5.03 of this Agreement.
Appears in 1 contract
Samples: Superpriority Secured Debtor in Possession Term Loan Agreement (Pacific Drilling S.A.)
Disbursement of Funds. No later than 1:00 p.m. 11:00 a.m. (local time at the place of fundingNew York time) on the date specified in each the Notice of Borrowing, each Lender will make available its Pro Rata Share Percentage of Loans, to fund the Borrowing requested to Borrowing. All such amounts will be made on such date available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower Borrowers (prior to 1:00 p.m. (New York time) on the Effective Date to the extent of funds actually received by the Administrative Agent prior to 11:00 a.m. (New York time) on such day) at its the Payment Office Office, in the accounts specified in the Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of the Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the Borrowing to be made on such dateBorrowing, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such the date of the Borrowing and the Administrative Agent may, may in its sole discretion (but shall not not, for the avoidance of doubt, be required obligated to), in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and such amount is advanced to the date of BorrowingBorrowers by the Administrative Agent, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, Borrowers and the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to Borrowers until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrowers, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent Borrowing, as determined pursuant to Section 2.06. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.03 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower Borrowers may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Disbursement of Funds. No All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of a Loan/Letter of Credit Request pursuant to Section 2.1.B, the Administrative Agent shall notify each Lender of the proposed borrowing. Each Lender shall make the amount of its Loan available to the Administrative Agent not later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York City time) on the date specified applicable Loan Date, in each Notice of Borrowing, each Lender will make immediately available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date funds in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Funding and Payment Office (for the account of such non-U.S. office of the Office. The Administrative Agent shall disburse the proceeds of each Loan, all in accordance with and as the Administrative Agent may direct more particularly described in the case Loan/Letter of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Credit Request. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day on or prior to the date of Borrowing Loan Date that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s portion share of the Borrowing to be made such Loan requested on such dateLoan Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Loan Date and the Administrative Agent may, in its sole discretion, but shall not be required obligated to, in reliance upon such assumption, make available to the Borrower a corresponding amountamount on such Loan Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Loan Date until the date such amount is paid to the Administrative Agent, at the Federal Funds Effective Rate for the first three Business Days and thereafter at the rate payable under this Agreement for Base Rate Loans of the applicable Class of Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s share of the Loan included in such Loan. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower together with interest on such corresponding amount in respect of thereon, for each day from such Loan Date until the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by paid to the Administrative Agent, at a rate per annum equal to the rate payable under this Agreement for Base Rate Loans or Eurocurrency of the applicable Class of Loans, applicable to the Type of Loan to which such corresponding amount related, for the period . Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.1.C shall be deemed to relieve any Lender from its obligation to fulfill its Commitment Commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 p.m. 12:00 noon (New York City time or, as applicable, local time at in the place of fundingfinancial center for the applicable Alternative Currency (with respect to Loans denominated in an Alternative Currency)) on the date specified in each Notice of BorrowingBorrowing (3:30 p.m. New York City time in the case of USD Swing Line Loans and Multicurrency U.S. Swing Line Loans, or local time in the financial center for the applicable Alternative Currency in the case of Multicurrency European Swing Line Loans), each Lender under the applicable Facility will make available its Pro Rata Share of Loans, to fund Loans of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Notice Address and the Administrative Agent will make available to the applicable Borrower at its Payment Office notice address specified on Schedule 12.3 or as otherwise provided pursuant to the terms of this Agreement the aggregate of the amounts so made available by the thesuch Lenders not later than 2:00 p.m. (New York City time or, as applicable, local time in the place financial center for the applicable Alternative Currency (with respect to Loans denominated in an Alternative Currency)), or in the case of paymentSwing Line Loans, 3:30 p.m. (New York City time, or local time in the financial center for the applicable Alternative Currency in the case of Multicurrency European Swing Line Loan). Unless the Administrative Agent shall have been notified by any Lender at least one 1 Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, the applicable Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the applicable Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the such Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and or at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the any Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, provided that such Lender shall have full recourse against the applicable Borrower to the extent of the amount of such Loans such Lender it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the any Borrower may have against the Lender as a result of any failure to fund or other default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (BALL Corp)
Disbursement of Funds. No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of BorrowingBorrowing (or (x) in the case of Swingline Loans, no later than 3:00 P.M. (New York time) on the date specified pursuant to Section 1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 12:00 Noon (New York time) on the date specified in Section 1.01(d)), each Lender with a Commitment under the respective Tranche will make available disburse its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing requested to be made on such date (or, in Dollars, Euro or Sterling, as the case may beof Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts shall be disbursed in Dollars and in immediately available funds at the Payment Office and the Administrative Agent will promptly disburse to the Borrower at the Payment Office, in Dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later (other than 2:00 p.m. (local time in the place respect of paymentMandatory Borrowings). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available disburse to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made disbursed such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available disburse to the Borrower a corresponding amount. If such corresponding amount is not in fact made available disbursed to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately within three Business Days thereafter pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover (without duplication) on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available disbursed by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after and the date interest rate otherwise applicable to such amount is due Loans for each day thereafter and thereafter at (ii) if recovered from the Federal Funds Rate (or such cost Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 1.08. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 p.m. (local time at a) [Reserved].
(b) Each Lender shall make available all amounts it is to fund to the place of funding) on the date specified in each Notice of Borrower under any Borrowing, each Lender will make available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Agent, and the Administrative Agent will make available to the Borrower, by depositing in an account designated by the Borrower at its Payment Office to the Administrative Agent in writing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Xxxxxx has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available the same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrower, to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if paid by such Lender, the Federal Funds Rate or (ii) if paid by the Borrower, the then-applicable rate for Base Rate Loans or Eurocurrency Loansof interest, calculated in accordance with Section 2.08, applicable to Index Rate Loans. If the Type of Loan to which Borrower and such corresponding amount related, for the period in question; provided, however, that any Lender shall pay interest paid to the Administrative Agent in respect for the same (or a portion of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to same) period, the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first promptly remit to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans interest paid by the Borrower for such Lender has been deemed to have made pursuant to the preceding sentence. period.
(c) Nothing herein in this Section 2.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Xxxxxx xxxxxxxxx (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 1 contract
Samples: Credit Agreement (Grindr Inc.)
Disbursement of Funds. (a) No later than 1:00 2:00 p.m. (local time at the place of funding) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below.
(b) Each Lender shall make available all amounts required under any Borrowing for its applicable Commitments in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct Agent’s Office in the case of Eurocurrency Loans) Dollars, and the Administrative Agent will make available to the Borrower, by depositing to an account designated by the Borrower at its Payment Office to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Xxxxxx has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available such amount to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, in writing and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in Dollars. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount in respect of each day from the date AMERICAS 111453311 such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Overnight Rate for amounts in Dollars or (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyii) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender if paid by the Administrative Agent pursuant to Borrower, the then-applicable rate of interest or fees, calculated in accordance with Section 2.8.
(c) Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Xxxxxx xxxxxxxxx (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 1 contract
Samples: Credit Agreement (Vistra Corp.)
Disbursement of Funds. No (a) Subject to Section 6, no later than 1:00 p.m. 9:00 a.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of BorrowingClosing Date, each Lender will make available its Pro Rata Share pro rata portion based on its Commitment, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Lender shall make available all amounts it is to fund to the Borrower and Holdings in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent’s Office and the Administrative Agent will make available to the Borrower at its Payment Office and Holdings, by disbursing proceeds pursuant to the instructions provided as part of the Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing Closing Date that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing date, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower and Holdings a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower and Holdings, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower and Holdings shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower and Holdings interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower and Holdings to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Effective Rate for amounts or (ii) if paid by the Borrower or Holdings, the then-applicable rate of interest or fees, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower or Holdings may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 p.m. 11:00 a.m. (local time at for the place Agent) in the case of fundinga Borrowing consisting of Eurodollar Advances and no later than 12:00 Noon (local time for the Agent) in the case of a Borrowing consisting of Base Rate Advances on the date specified in of each Notice of BorrowingBorrowing pursuant to the Revolving Credit Commitments (other than one resulting from a conversion or continuation pursuant to Section 3.01(b)), each Lender will make available its Pro Rata Share of Loans, to fund the amount of such Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent. The Agent will make available to the Borrower at its Payment Office the aggregate of the amounts (if any) so made available by the Lenders to the Agent in a timely manner by crediting such amounts to Borrower's demand deposit account maintained with the Agent or at Borrower's option, by effecting a wire transfer of such amounts to Borrower's account specified by the Borrower, by the close of business on such Business Day. In the event that the Lenders do not make such amounts available to the Agent by the time prescribed above, but such amount is received later than 2:00 p.m. (local time that day, such amount may be credited to Borrower in the place of paymentmanner described in the preceding sentence on the next Business Day (with interest on such amount to begin accruing hereunder on such next Business Day). .
(b) Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of a Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, may make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderLender together with interest at the Federal Funds Rate. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, the and Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower together with interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, specified for the period in question; provided, however, that Borrowing which includes such amount paid and any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender amounts due under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence3.12 hereof. Nothing herein in this subsection shall be deemed to relieve any Lender from its obligation to fulfill fund its Commitment Commitments hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
(c) All Borrowings under the Revolving Credit Commitments shall be loaned by the Lenders on the basis of their Pro Rata Share of the Revolving Credit Commitments. No Lender shall be responsible for any default by any other Lender in its obligations hereunder, and each Lender shall be obligated to make the Loans provided to be made by it hereunder, regardless of the failure of any other Lender to fund its Commitment hereunder.
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in of each Notice of BorrowingBorrowing (including Mandatory Borrowings), each Lender will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided in Section 1.04(b) below.
(b) Each Lender shall make available all amounts it is to fund under any Borrowing in U.S. Dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent's Office and the Administrative Agent will (except in the case of Mandatory Borrowings) make available to the Borrower by depositing to its account at its Payment the Administrative Agent's Office the aggregate of the amounts so made available by in U.S. Dollars and the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts or (y) if paid by the Borrower, the then applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 1.08, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 2:00 p.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may bemanner provided below.
(b) Each Lender shall make available all amounts it is to fund to the applicable Borrower under any Borrowing for its applicable Commitments, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct Agent’s Office in the case of Eurocurrency Loans) Dollars and the Administrative Agent will make available to the Borrower, by depositing to an account designated by the Borrower at its Payment Office to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available such amount to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in Dollars. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until Overnight Rate or (ii) if paid by the date paidBorrower, at the Federal Funds Rate for amounts then-applicable rate of interest or fees, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Lender hereunder (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 1 contract
Disbursement of Funds. No later than 1:00 12:00 p.m. (local time at the place of funding) on the date specified in each Notice of Borrowing, each Lender will make available its Term A Dollar Pro Rata Share of Term A Dollar Loans, to fund Term B Dollar Pro Rata Share of Term B Dollar Loans, Term A Euro Pro Rata Share of Term A Euro Loans, Term B Euro Pro Rata Share of Term B Euro Loans, Multicurrency Revolver Pro Rata Share of Multicurrency Revolving Loans and Domestic Revolver Pro Rata Share of Domestic Revolving Loans of the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, Applicable Currency and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, as the case may be, applicable to the Type of Loan to which such corresponding amount related, for during the period in question; provided, howeverPROVIDED, HOWEVER, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section SECTION 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at or the Administrative Agent’s cost of funds rate for amounts in Euros Euro or Sterling or any other an Alternative Currency, as the case may be) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s 's standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section SECTION 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Term A Dollar Pro Rata Share of Term A Dollar Loans, Term B Dollar Pro Rata Share of Term B Dollar Loans, Term A Euro Pro Rata Share of Term A Euro Loans, Term B Euro Pro Rata Share of Term B Euro Loans, Multicurrency Revolver Pro Rata Share of Multicurrency Revolving Loans and its Domestic Revolver Pro Rata Share of all Domestic Revolving Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender loans it has so been deemed to have made pursuant to the preceding sentencemade. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (Noveon Inc)
Disbursement of Funds. (a) No later than 1:00 p.m. (local time at the place of fundingHouston, Texas time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below.
(b) Each Lender shall make available all amounts it is to fund to the Borrower under any Borrowing in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct Agent’s Office in the case of Eurocurrency Loans) Dollars, and the Administrative Agent will (except in the case of Borrowings to repay Unpaid Drawings) make available to the Borrower, by depositing or wiring to an account as designated by the Borrower at its Payment Office in the Notice of Borrowing to the Administrative Agent the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Dollars. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing (or, with respect to an ABR Loan, the date of such Borrowing prior to 1:00 p.m. (Houston, Texas time)) that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available such amount to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, therefor the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent in Dollars. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (i) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until Overnight Rate or (ii) if paid by the date paidBorrower, at the Federal Funds Rate for amounts then- applicable rate of interest or fees, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 2.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Loans.
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.4 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which that the Borrower may have against the any Lender as a result of any default by such Xxxxxx xxxxxxxxx (it being understood, however, that no Lender shall be responsible for the failure of any other Lender to fulfill its commitments hereunder).
Appears in 1 contract
Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 P.M. (New York Time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York Time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence1.07. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.in this
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank with a Commitment under the respective Facility will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below. All amounts shall be made available to the Administrative Agent in immediately available funds, denominated in U.S. Dollars, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will promptly make available to the Borrower by depositing to the Borrower's account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period respective Loans.
(b) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Samples: Credit Agreement (Universal American Financial Corp)
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at 2:00 P.M. in the place case of fundingSwingline Loans) (New York time) on the date specified in each Notice of Borrowing, each Lender with a Commitment under the respective Facility will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All amounts shall be made available to the Administrative Agent in Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent promptly will make available to the applicable Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the such Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to such Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andsuch Borrower, if so notified, the and such Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or such Borrower, as the Borrower case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate for amounts or (y) if paid by such Borrower, the then applicable rate of interest, calculated in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) accordance with Section 1.8, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its respective Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank with a Commitment under the respective Facility will make available its Pro Rata Share PRO RATA share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and manner provided below. All amounts shall be made available to the Administrative Agent in immediately available funds, denominated in U.S. Dollars, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will promptly make available to the Borrower by depositing to the Borrower's account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period respective Loans.
(b) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Samples: Credit Agreement (Superior National Insurance Group Inc)
Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 P.M. (New York Time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York Time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to Section 1.07. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
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Disbursement of Funds. No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank which has received the notice referred to in the next to last sentence of Section 1.03(a) will make available disburse its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing requested to be made on such date date. All such amounts shall be disbursed in DollarsDollars and in immediately available funds at the Payment Office, Euro or Sterlingand the Administrative Agent will promptly disburse to the Borrower at the Payment Office, as the case may be, in Dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Banks. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available disburse to the Administrative Agent such Lender’s Bank's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made disbursed such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available disburse to the Borrower a corresponding amount. If such corresponding amount is not in fact made available disbursed to the Administrative Agent by such Lender on the date of BorrowingBank, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately within one Business Day thereafter pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available disbursed by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Bank, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder1.
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Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank will make available its Pro Rata Share PRO RATA share, if any, of Loans, to fund the each Borrowing requested to be made on such date in Dollarsthe manner provided below provided that, Euro or Sterling, as in the case may beof Borrowings of Term A Loans, Term B Loans and Revolving Loans on the Restatement Effective Date, each Bank shall only be obligated to make available the excess, if any, of the Loans under each of such Facilities it is obligated to make on the Restatement Effective Date over the outstanding principal amount of the Loans under each such Facility held by such Bank immediately prior to such Borrowings with the amount so funded under such facilities to be paid to those Banks whose total obligations to fund such Borrowings on the Restatement Effective Date are less than the aggregate outstanding principal amount of all of its Loans under such Facilities immediately prior to the Restatement Effective Date PRO RATA among same on the basis of their respective shortfalls. All amounts shall be made available to the Administrative Agent in U.S. dollars and immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid to respective Loans.
(b) Nothing herein and no subsequent termination of the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent Commitments pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment 3.02 or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 3.03 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder and in existence from time to time or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
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Disbursement of Funds. No All Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender's obligation to make a Loan requested hereunder nor shall the Commitment of any Lender to make the particular type of Loan requested be increased or decreased as a result of a default by any other Lender in that other Lender's obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of a Loan/Letter of Credit Request pursuant to Section 2.1.B., the Administrative Agent shall notify each -------------- Lender of the proposed borrowing. Each Lender shall make the amount of its Loan available to the Administrative Agent not later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York City time) on the date specified applicable Loan Date, in each Notice of Borrowing, each Lender will make immediately available its Pro Rata Share of Loans, to fund the Borrowing requested to be made on such date funds in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Funding and Payment Office (for the account of such non-U.S. office of the Office. The Administrative Agent shall disburse the proceeds of each Loan, all in accordance with and as the Administrative Agent may direct more particularly described in the case Loan/Letter of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Credit Request. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing Loan Date that such Lender does not intend to make available to the Administrative Agent the amount of such Lender’s portion 's Pro Rata Share of the Borrowing to be made such Loan requested on such dateLoan Date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Loan Date and the Administrative Agent may, in its sole discretion, but shall not be required obligated to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amountamount on such Loan Date. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender together with interest thereon, for each day from such Loan Date until the date such amount is paid to the Administrative Agent, at the Federal Funds Effective Rate for the first three Business Days and thereafter at the rate payable under this Agreement for Base Rate Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender's share of the Loan included in such Loan. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the applicable Borrower and, if so notified, and the applicable Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower together with interest on such corresponding amount in respect of thereon, for each day from such Loan Date until the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by paid to the Administrative Agent, at a rate per annum equal to the rate payable under this Agreement for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period . Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.1.C. shall be deemed to relieve any Lender from -------------- its obligation to fulfill its Commitment Commitments hereunder or to prejudice any rights which that the applicable Borrower may have against the any Lender as a result of any default by such Lender hereunder.
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Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 P.M. (New York time) on such day to the extent of funds actually received by the Administrative Agent at its or prior to 12:00 Noon (New York time) on such day) at the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder1.07.
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Disbursement of Funds. No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of BorrowingBorrowing (or (x) in the case of Swingline Loans, no later than 3:00 P.M. (New York time) on the date specified pursuant to Section 1.03(b)(i) or (y) in the case of Mandatory Borrowings, no later than 12:00 Noon (New York time) on the date specified in Section 1.01(c)), each Lender with a Commitment under the respective Tranche will make available disburse its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing requested to be made on such date (or, in Dollars, Euro or Sterling, as the case may beof Swingline Loans, the Swingline Lender will make available the full amount thereof). All such amounts shall be disbursed in Dollars and in immediately available funds at the Payment Office and the Administrative Agent will promptly disburse to the Borrower at the Payment Office, in Dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later (other than 2:00 p.m. (local time in the place respect of paymentMandatory Borrowings). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available disburse to the Administrative Agent such Lender’s 's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made disbursed such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available disburse to the Borrower a corresponding amount. If such corresponding amount is not in fact made available disbursed to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately within three Business Days thereafter pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover (without duplication) on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available disbursed by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after and the date interest rate otherwise applicable to such amount is due Loans for each day thereafter and thereafter at (ii) if recovered from the Federal Funds Rate (or such cost Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder1.
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Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 P.M. (New York Time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York Time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s 's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder1.07.
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollarsthe manner provided below, Euro or Sterling, as provided that the case may be, full amount of all Swingline Loans shall be made available by the Swingline Bank no later than 3:00 P.M. (New York time) on the date so requested. All such amounts shall be made available to the Administrative Agent in U.S. dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Banks. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or, in the event that such Bank does not pay such corresponding amount forthwith upon the Administration Agent's demand therefor, from the Borrower Borrower, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars respective Loans.
(and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyb) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in of each Notice incurrence of BorrowingRevolving Loans, each Lender with a Commitment of the respective Tranche will make available to the Administrative Agent its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Lender with a Commitment of the respective Tranche shall make available all amounts it is to fund under any Borrowing in Dollars and in immediately available funds, funds to the Administrative Agent at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the respective Borrower as promptly as practicable by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of any such Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such the date of Borrowing such Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the respective Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the respective Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower andrespective Borrower, if so notified, the and such Borrower shall immediately pay such corresponding amount to the Administrative AgentAgent within two Business Days. The Administrative Agent shall also be entitled to recover from the Borrower Lender or the applicable Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the such Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate for amounts or (y) if paid by such Borrower, the then applicable rate of interest, calculated in Dollars accordance with Section 1.08(a) or (and at b), as the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) case may be, for the first three days after the date such amount is due and thereafter at the Federal Funds Rate respective Revolving Loans. Back to Contents
(or such cost of funds ratec) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the any Borrower may have against the any Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (Endurance Specialty Holdings LTD)
Disbursement of Funds. (a) No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingPayment Office) on the date specified in each Notice of Borrowing, each Lender with a Commitment under the Facility under which any Borrowing pursuant to such Notice of Borrowing is to be made will make available its Pro Rata Share pro rata share, if any, of Loans, to fund the each Borrowing under such Facility requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below. All amounts shall be made available to the Administrative Agent in U.S. dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower Co- Borrowers by depositing to the account of the Treasury Manager 's account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Co-Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to the Co- Borrowers, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andTreasury Manager, if so notified, and the Borrower Co-Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Co-Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Co-Borrowers to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate or (y) if paid by the Co-Borrowers, the then applicable rate of interest, calculated in accordance with section 2.8, for the respective Loans (but without any requirement to pay any amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent thereof pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwisesection 2.11). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Samples: Credit Agreement (Cedar Fair L P)
Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 P.M. (New York Time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York Time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefortherefore, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan to which such corresponding amount relatedrespective Borrowing, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent as determined pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder1.07.
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingPayment Office) on the date specified in each Notice of Borrowing, each Lender with a Commitment under the Facility under which any Borrowing pursuant to such Notice of Borrowing is to be made will make available its Pro Rata Share PRO RATA share, if any, of Loans, to fund the each Borrowing under such Facility requested to be made on such date in the manner provided below. All amounts shall be made available to the Administrative Agent in U.S. Dollars, Euro or Sterling, as except in the case may beof Eurodollar Loans denominated in an Alternative Currency, in which case the amounts shall be made available to the Administrative Agent in that Alternative Currency, and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower making the request by depositing to their account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower Borrowers a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on and the date of BorrowingAdministrative Agent has made available same to a Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrowers, if so notified, and the Borrower Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from such Lender or the Borrower Borrowers, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower Borrowers to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest (x) if paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Effective Rate or (y) if paid by a Borrower or the Borrowers, the then applicable rate of interest, calculated in accordance with section 2.8, for the respective Loans (but without any requirement to pay any amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent thereof pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwisesection 2.11). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.
Appears in 1 contract
Disbursement of Funds. No (a) Subject to the terms and conditions herein set forth, no later than 1:00 p.m. 11:00 A.M. (local time at the place of fundingNew York time) on the date specified in of each Notice incurrence of BorrowingLoans, each Lender Bank will make available to the Administrative Agent its Pro Rata Share PRO RATA share of Loans, to fund the each Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, manner provided below.
(b) Each Bank shall make available all amounts it is to fund under any Borrowing in U.S. dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of funds to the Administrative Agent as at the Administrative Agent may direct in the case of Eurocurrency Loans) Agent's Payment Office and the Administrative Agent will make available to the Borrower as promptly as practicable by depositing to its account at its the Administrative Agent's Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of any such Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such the date of Borrowing such Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover from the Borrower Bank or the Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans of interest, calculated in accordance with Section 1.08(a) or Eurocurrency Loans(b), applicable to as the Type of Loan to which such corresponding amount relatedcase may be, for the period respective Loans.
(c) Nothing in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 1.04 shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 p.m. (local time at the place a) Promptly after receipt of funding) on the date specified in each a Notice of BorrowingBorrowing (or telephonic notice in lieu thereof), the Administrative Agent shall notify each Lender will of the proposed Borrowing in writing, or by telephone promptly confirmed in writing. Each Lender shall make the amount of its Revolving Loan available its Pro Rata Share of Loansto the Administrative Agent, to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Lending Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders Agent, not later than 2:00 p.m. 11:00 a.m. (local time in the place of payment). Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender Central time) on the date of Borrowing, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, the Borrower shall immediately pay such corresponding amount to the Administrative AgentFunding Date. The Administrative Agent shall also be entitled make the proceeds of such Revolving Loans available to recover from the Domestic Borrower interest on such corresponding Funding Date by causing an amount in respect of each day from immediately available funds equal to the date proceeds of all such corresponding amount was made available Revolving Loans received by the Administrative Agent to the Borrower be credited to the date account of the Domestic Borrower at such corresponding office of the Administrative Agent.
(b) On the Closing Date, each Lender shall make the amount is recovered of its Euro Term Loan available to the Euro Loan Agent, in immediately available funds in Euros, at the Lending Office of the Euro Loan Agent, not later than 11:00 a.m. (Central time) on such Date. The Euro Loan Agent shall make the proceeds of such Euro Term Loan available to the Euro Borrower on the Closing Date by causing an amount of immediately available funds equal to the proceeds of all such Euro Term Loans received by the Euro Loan Agent to be credited to the account of the Euro Borrower at such office of the Euro Loan Agent.
(c) On the Closing Date, each Lender shall make the amount of its Domestic Term Loan available to the Administrative Agent, in immediately available funds, at a rate per annum the Lending Office of the Administrative Agent, not later than 11:00 a.m. (Central time) on such Date. The Administrative Agent shall make the proceeds of such Domestic Term Loan available to the Domestic Borrower on the Closing Date by causing an amount of immediately available funds equal to the rate for Base Rate proceeds of all such Domestic Term Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable received by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf be credited to the account of the Domestic Borrower at such Lender by office of the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunderAgent.
Appears in 1 contract
Samples: Credit Agreement (Nn Inc)
Disbursement of Funds. No Except as otherwise specifically provided in the immediately succeeding sentence, no later than 1:00 p.m. 12:00 Noon (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender will make available its Pro Rata Share pro rata portion of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts shall be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower (prior to 1:00 P.M. (New York Time) on such day to the extent of funds actually received by the Administrative Agent prior to 12:00 Noon (New York Time) on such day) at its the Payment Office Office, in the account specified in the applicable Notice of Borrowing, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such Lender’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to (i) if recovered from such Lender, at the overnight Federal Funds Rate and (ii) if recovered from the Borrower, the rate for Base Rate Loans or Eurocurrency Loans, of interest applicable to the Type of Loan respective Borrowing, as determined pursuant to Section 1.07. In this connection, in order to facilitate a Vessel Acquisition on a Borrowing Date, the Administrative Agent may (but shall not be obligated to) on the Business Day immediately preceding such Borrowing Date issue a Swift MT 199 or other similar communication to Societe Generale, Hong Kong Branch (which such corresponding amount related, is the agent for the period Seller’s lenders) (“Societe Generale”) confirming the Administrative Agent’s irrevocable and unconditional commitment to make available to Societe Generale on such Borrowing Date an amount equal to the aggregate principal amount of the Loans required to fund the Vessel Acquisition(s) on such Borrowing Date if a duly executed Protocol of Delivery and Acceptance in question; provided, however, that any interest paid respect of such Vessel Acquisition is delivered to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lenderc/x Xxxxxxx Xxxxxx & Master, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date special Hong Kong counsel (each such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%communication, together with a “Funding Commitment”). Unless a Lender shall have given the Administrative Agent’s standard interbank processing fee. FurtherAgent notice by no later than 11:00 A.M. (New York time) on such immediately preceding Business Day that it does not intend to fund its pro rata portion of the Loans on such Business Date because a condition to lending is not satisfied, in the event that the Administrative Agent issues such Funding Commitment and funds the Loans pursuant thereto, such Lender shall be irrevocably obligated to fund its portion of the Loan on such Borrowing Date whether or not the applicable conditions precedent set forth in Sections 5 and 6 are satisfied on such Borrowing Date or a Default or Event of Default then exists. For the avoidance of doubt, the parties hereto acknowledge and agree that the issuance of a Funding Commitment shall not be deemed to have assigned be a waiver of any condition precedent to the Loans on such Borrowing Date and all payments made the Borrower agrees that it shall not deliver a Protocol of principal Delivery and interest Acceptance on its Loans, amounts due with respect to its Letters of Credit a Borrowing Date (or its participations thereini) and any other amounts due to it hereunder first to if the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans shall have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against given the Borrower with respect to any amounts paid to notice that the Administrative Agent applicable conditions precedent set forth in Sections 5 and 6 are not satisfied on such Borrowing Date or any Lender with respect to (ii) if the preceding sentence; provided, that applicable conditions set forth in Sections 5 and 6 are not satisfied on such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunderBorrowing Date.
Appears in 1 contract
Disbursement of Funds. (a) No later than 1:00 p.m. P.M. (local time at the place of fundingNew York time) on the date specified in each a Notice of Borrowing, each Lender Bank with a Commitment under the respective Facility will make available its Pro Rata Share pro rata share of Loans, to fund the each Borrowing requested to be made on such date in Dollarsthe manner provided below provided that, Euro or Sterling, as in the case may beof Borrowings of A Term Loans, B Term Loans and Revolving Loans on the Restatement Effective Date, each Bank shall only be obligated to make available the excess, if any, of the Loans under each of such Facilities it is obligated to make on the Restatement Effective Date over the outstanding principal amount of the Loans under each such Facility held by such Bank immediately prior to such Borrowings, with the amounts so funded to be paid to those Banks whose total obligations to fund such Borrowings on the Restatement Effective Date are less than the aggregate outstanding principal amount of all of their Loans under such Facilities immediately prior to the Restatement Effective Date pro rata among same on the basis of their respective shortfalls. All such amounts shall be made avail- able to the Administrative Agent in U.S. dollars and immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent promptly will make available to the Borrower by depositing to its account at its the Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place type of payment)funds received. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available to the Administrative Agent such Lender’s its portion of the Borrowing or Borrowings to be made on such date, the Administrative Agent may assume that such Lender Bank has made such amount available to the Administrative Agent on such date of Borrowing Borrowing, and the Administrative Agent may, but shall not be required toAgent, in reliance upon such assumption, may (in its sole discretion and without any obligation to do so) make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on Bank and the date of BorrowingAdministrative Agent has made available same to the Borrower, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower andBorrower, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative such Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to the date such corresponding amount is recovered by the Administrative Agent, at a -3- rate per annum equal to (x) if paid by such Bank, the overnight Federal Funds Effective Rate or (y) if paid by the Borrower, the then applicable rate for Base Rate Loans or Eurocurrency Loansof interest, applicable to the Type of Loan to which such corresponding amount relatedcalculated in accordance with Section 1.08, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars respective Loans.
(and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currencyb) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender Bank from its obligation to fulfill its Commitment commitments hereunder or to prejudice any rights which the Borrower may have against the Lender any Bank as a result of any default by such Lender Bank hereunder.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 p.m. 2:00 P.M. (local time at the place of fundingNew York time) on the date specified in each Notice of Borrowing, each Lender Bank which has received the notice referred to in the next to last sentence of Section 1.03(a) will make available disburse its Pro Rata Share pro rata portion of Loans, to fund the each Borrowing requested to be made on such date date. All such amounts shall be disbursed in DollarsDollars and in immediately available funds at the Payment Office, Euro or Sterlingand the Administrative Agent will promptly disburse to the Borrower at the Payment Office, as the case may be, in Dollars and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) and the Administrative Agent will make available to the Borrower at its Payment Office the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Banks. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day Bank prior to the date of Borrowing that such Lender Bank does not intend to make available disburse to the Administrative Agent such Lender’s Bank's portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Bank has made disbursed such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available disburse to the Borrower a corresponding amount. If such corresponding amount is not in fact made available disbursed to the Administrative Agent by such Lender on the date of BorrowingBank, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such LenderBank. If such Lender Bank does not pay such corresponding amount forthwith upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately within one Business Day thereafter pay such corresponding amount to the Administrative Agent. The Administrative Agent shall also be entitled to recover on demand from such Bank or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available disbursed by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate (or such cost of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunder.the
Appears in 1 contract
Samples: Credit Agreement (Eldertrust)
Disbursement of Funds. No later than 1:00 p.m. (local time at All Loans and all participations purchased under this Agreement shall be made by the place Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Lender shall be responsible for any default by any other Lender in that other Lender’s obligation to make a Loan requested hereunder nor shall the Commitment of funding) on any Lender to make the date specified particular type of Loan requested be increased or decreased as a result of a default by any other Lender in each that other Lender’s obligation to make a Loan requested hereunder. Promptly after receipt by the Administrative Agent of a Notice of BorrowingBorrowing with respect to a Loan pursuant to Section 2.1B, the Administrative Agent shall notify each Lender will make available its of the proposed borrowing and of the amount of such Lender’s Pro Rata Share of the applicable Loans, . Each Lender shall make the amount of its Loan available to fund the Borrowing requested to be made on such date in Dollars, Euro or Sterling, as the case may be, and in immediately available funds, at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as not later than 3:00 p.m. (New York time) on the applicable Funding Date in same-day funds at the Funding and Payment Office. Upon satisfaction or waiver of the conditions precedent specified in Section 4.2, the Administrative Agent may direct in shall make the case proceeds of Eurocurrency Loans) and the Administrative Agent will make such Loans available to the Borrower at its Payment Office on the aggregate applicable Funding Date by causing an amount of same-day funds equal to the proceeds of all such Loans received by the Administrative Agent from the Lenders, to be credited to the account of the amounts so made available by Borrower at the Lenders not later than 2:00 p.m. (local time in the place of payment)Funding and Payment Office. Unless the Administrative Agent shall have been notified by any received notice from a Lender at least one Business Day prior to the date of Borrowing Funding Date for any Loans that such Lender does will not intend to make available to the Administrative Agent the amount of such Lender’s portion of the Borrowing to be made Loan requested on such dateFunding Date, the Administrative Agent may assume that such Lender has made such amount share available to the Administrative Agent on such date of Borrowing in accordance with Section 2.1A and the Administrative Agent may, but shall not be required to, in reliance upon such assumptionassumption and in the Administrative Agent’s sole discretion, make available to the Borrower a corresponding amountamount on such Funding Date. If In such corresponding amount is event, if a Lender has not in fact made its share of the applicable Loan available to the Administrative Agent by on the Funding Date, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such Lender on corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of Borrowingpayment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, for the first three (3) days, at a rate determined by the Administrative Agent shall in accordance with banking industry rules on interbank compensation and, thereafter, the greater of (x) the Base Rate and (y) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of a payment to be entitled made by the Borrower, the interest rate applicable to recover such corresponding amount on demand from such LenderBase Rate Loans of the applicable Class. If the Borrower and such Lender does not shall pay such corresponding amount forthwith upon interest to the Administrative Agent’s demand thereforAgent for the same or an overlapping period, the Administrative Agent shall promptly notify remit to the Borrower and, if so notified, the amount of such interest paid by the Borrower shall immediately pay for such corresponding period. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such borrowing. The Nothing in this paragraph shall relieve any Lender of its obligation to fulfill its commitments hereunder and 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. Subject to Section 3.3B, unless the Administrative Agent shall also be entitled to recover have received notice from the Borrower interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower prior to the date such corresponding amount on which any payment is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid due to the Administrative Agent in respect for the account of such corresponding amount shall be credited against interest payable by the Lenders and the applicable Issuing Bank hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or such Lender under Section 3.1 Issuing Bank, as the case may be, the amount due. In such event, if the Borrower has not in respect fact made such payment, then each of the Lenders or such corresponding amount. Any amount due hereunder Issuing Bank, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or such Issuing Bank, with interest thereon, for each day from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after including the date such amount is due and thereafter at distributed to it to but excluding the Federal Funds Rate (or such cost date of funds rate) plus 1%, together with payment to the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loansfor the first three days, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender at a rate determined by the Administrative Agent pursuant to this Section 2.7 until such Loans have been funded in accordance with banking industry rules on interbank compensation and, thereafter, at the greater of (as i) the Base Rate, and (ii) a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to rate determined by the Administrative Agent or any Lender in accordance with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Commitment hereunder or to prejudice any rights which the Borrower may have against the Lender as a result of any default by such Lender hereunderbanking industry rules on interbank compensation.
Appears in 1 contract
Disbursement of Funds. No later than 1:00 p.m. (local time at the place of fundingNew York City time) on the date specified in each Notice of Borrowing, each Lender with a Commitment of the respective Tranche will make available its Pro Rata Share pro rata portion (determined in accordance with Section 2.08) of Loans, to fund the each such Borrowing requested to be made on such date date. All such amounts will be made available in Dollars, Euro or Sterling, as the case may be, Dollars and in immediately available funds, funds at the Payment Office (for the account of such non-U.S. office of the Administrative Agent as the Administrative Agent may direct in the case of Eurocurrency Loans) Office, and the Administrative Agent will make available to the Borrower at its the Payment Office Office, or to such other account as the Borrower may specify in writing prior to the Closing Date, the aggregate of the amounts so made available by the Lenders not later than 2:00 p.m. (local time in the place of payment)Lenders. Unless the Administrative Agent shall have been notified by any Lender at least one Business Day prior to the date of Borrowing that such Lender does not intend to make available to the Administrative Agent such LenderXxxxxx’s portion of the any Borrowing to be made on such date, the Administrative Agent may assume that such Lender Xxxxxx has made such amount available to the Administrative Agent on such date of Borrowing and the Administrative Agent may, may (but shall not be required obligated to), in reliance upon such assumption, make available to the Borrower a corresponding amount. If such corresponding amount is not in fact made available to the Administrative Agent by such Lender on the date of BorrowingLender, the Administrative Agent shall be entitled to recover such corresponding amount on demand from such Lender. If such Lender does not pay such corresponding amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent shall promptly notify the Borrower and, if so notified, and the Borrower shall immediately pay such corresponding amount to the Administrative Agent. The Administrative Agent also shall also be entitled to recover on demand from such Lender or the Borrower Borrower, as the case may be, interest on such corresponding amount in respect of each day from the date such corresponding amount was made available by the Administrative Agent to the Borrower to until the date such corresponding amount is recovered by the Administrative Agent, at a rate per annum equal to the rate for Base Rate Loans or Eurocurrency Loans, applicable to the Type of Loan to which such corresponding amount related, for the period in question; provided, however, that any interest paid to the Administrative Agent in respect of such corresponding amount shall be credited against interest payable by the Borrower to such Lender under Section 3.1 in respect of such corresponding amount. Any amount due hereunder to the Administrative Agent (i) if recovered from any Lender which is not paid when due shall bear interest payable by such Lender, from the date due until the date paid, at the overnight Federal Funds Rate for amounts in Dollars (and at the Administrative Agent’s cost of funds for amounts in Euros or Sterling or any other Alternative Currency) for the first three days after the date such amount is due and thereafter at the Federal Funds Rate interest rate otherwise applicable to such Loans for each day thereafter and (or such cost ii) if recovered from the Borrower, the rate of funds rate) plus 1%, together with the Administrative Agent’s standard interbank processing fee. Further, such Lender shall be deemed to have assigned any and all payments made of principal and interest on its Loans, amounts due with respect to its Letters of Credit (or its participations therein) and any other amounts due to it hereunder first applicable to the Administrative Agent to fund any outstanding Loans made available on behalf of such Lender by the Administrative Agent respective Borrowing, as determined pursuant to Section 2.09. Nothing in this Section 2.7 until such Loans have been funded (as a result of such assignment or otherwise) and then to fund Loans of all Lenders other than such Lender until each Lender has outstanding Loans equal to its Pro Rata Share of all Loans (as a result of such assignment or otherwise). Such Lender shall not have recourse against the Borrower with respect to any amounts paid to the Administrative Agent or any Lender with respect to the preceding sentence; provided, that such Lender shall have full recourse against the Borrower to the extent of the amount of such Loans such Lender has been deemed to have made pursuant to the preceding sentence. Nothing herein 2.05 shall be deemed to relieve any Lender from its obligation to fulfill its Commitment make Loans hereunder or to prejudice any rights which the Borrower may have against the any Lender as a result of any default failure by such Lender to make Loans hereunder.
Appears in 1 contract
Samples: First Lien Credit and Guarantee Agreement (Janus International Group, Inc.)