Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 6 contracts
Samples: Credit Agreement (Oxford Industries Inc), Credit Agreement (Oxford Industries Inc), Credit Agreement (Oxford Industries Inc)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Lender’s Loan to be made on a Borrowing Date, unless such Lender shall have notified the Revolving Administrative Agent prior to such Borrowing Date that it does not intend to make such Loan Commitments or Loanson such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on such Borrowing Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Borrowing Date therefor until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Effective Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the relevant Borrowing Date.
Appears in 6 contracts
Samples: Revolving Credit Agreement (Southwest Gas Holdings, Inc.), Revolving Credit Agreement (Southwest Gas Corp), Revolving Credit Agreement (Southwest Gas Corp)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 Noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent (a “Defaulting Lender”), such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 4 contracts
Samples: Credit Agreement (Chicos Fas Inc), Credit Agreement (Chicos Fas Inc), Credit Agreement (Chicos Fas Inc)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender holding a Loan subject to such request for an Advance prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any a requested Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Advances for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 4 contracts
Samples: Term Loan Agreement (American Tower Corp /Ma/), Term Loan Agreement (American Tower Corp /Ma/), Term Loan Agreement (American Tower Corp /Ma/)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timei) on the date of an Advance hereunder, the Administrative Agent shall, subject Subject to the satisfaction of the conditions set forth in Article 43, prior to 3:00 p.m. on the date of (A) an Advance (other than an Advance in the form of a Swingline Loan) hereunder, the Administrative Agent shall disburse the amounts made available to the Administrative Agent by the Lenders in like funds and (B) an Advance hereunder in the form of a Swingline Loan, the Administrative Agent shall disburse the amounts made available to the Administrative Agent by the Swingline Lender in like funds, in each case, by (i1) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Borrower’s instructions or (2) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent and identified in the most recent Notice of Account or Designation received from the Borrower. Advances in the form of Initial Revolving Loans to be made for the purpose of refunding Swingline Loans shall be made by the Lenders with an Initial Revolving Loan Commitment as provided in Sections 2.1(d)(ii) through (iv).
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender Xxxxxx 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate, without prejudice to Xxxxxxxx’s claims against such Lender. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 4 contracts
Samples: Credit Agreement (Gray Television Inc), Credit Agreement (Gray Television Inc), Credit Agreement (Gray Television Inc)
Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like funds by (ia) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (b) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia New York time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall the Bank does not have so made make such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other Lender. Bank.
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this Agreementsuch Advance, then, until such time as such Lender Bank has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Bank from any liability it may have to the Borrower), or all other Lenders Banks have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount Bank's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” Banks" hereunder, and or (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Banks in respect of its portion of the Loans.
Appears in 4 contracts
Samples: Loan Agreement (Metrocall Inc), Loan Agreement (Metrocall Inc), Loan Agreement (Metrocall Inc)
Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia New York time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall the Bank does not have so made make such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other Lender. Bank.
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender Bank for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender Bank has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Bank from any liability it may have to the Borrower), or all other Lenders Banks have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount Bank's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” Banks" hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Banks in respect of its portion of the Loans.
Appears in 4 contracts
Samples: Loan Agreement (American Radio Systems Corp /Ma/), Loan Agreement (American Tower Systems Corp), Loan Agreement (American Radio Systems Corp /Ma/)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender having an applicable Commitment prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower on such date a corresponding amount. If and to the extent such an applicable Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 3 contracts
Samples: Loan Agreement, Loan Agreement (American Tower Corp /Ma/), Loan Agreement (American Tower Corp /Ma/)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “Majority "Required Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its portion of the Loans.
Appears in 2 contracts
Samples: Loan Agreement (Rural Cellular Corp), Loan Agreement (Rural Cellular Corp)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made 's branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Lender's Loan to be made on a Borrowing Date, unless such Lender shall have notified the Revolving Administrative Agent prior to such Borrowing Date that it does not intend to make such Loan Commitments or Loanson such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on such Borrowing Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Borrowing Date therefor until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the relevant Borrowing Date.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Southwest Gas Corp), Multi Year Revolving Credit Agreement (Southwest Gas Corp)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Effective Date shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Xxxxxx’s Loan to be made on the Revolving Effective Date, unless such Lender shall have notified the Administrative Agent prior to the Effective Date that it does not intend to make such Loan Commitments or Loanson such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Xxxxxx does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on the Effective Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Effective Date until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Effective Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the Effective Date.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Southwest Gas Corp), 364 Day Term Loan Credit Agreement (Southwest Gas Holdings, Inc.)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Boston time) on the date of an Advance hereunderAdvance, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4ss.3.4(b), disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to deposit into the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's account maintained with BKB. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Boston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans, which amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in accordance with the provisions of ss.10.5(b) and thereafter in a manner determined by the Agent in its sole discretion. Furthermore, upon such failure of a Lender to fund its portion of an Advance, the Agent shall have the right, but not the obligation, at its election, to purchase the portion of the Loan held by such non-funding Lender for a purchase price equal to the then outstanding principal balance of such Lender's Loan or portion thereof.
Appears in 2 contracts
Samples: Credit Agreement (Asc East Inc), Credit Agreement (American Skiing Co /Me)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Credit Agreement (Affinity Guest Services, LLC), Credit Agreement (Affinity Group Holding, Inc.)
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “Majority "Required Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its portion of the Loans.
Appears in 2 contracts
Samples: Loan Agreement (Gray Communications Systems Inc /Ga/), Loan Agreement (Gray Communications Systems Inc /Ga/)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Effective Date shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Lender’s Loan to be made on the Revolving Effective Date, unless such Lender shall have notified the Administrative Agent prior to the Effective Date that it does not intend to make such Loan Commitments or Loanson such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on the Effective Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Effective Date until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Effective Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the Effective Date.
Appears in 2 contracts
Samples: Term Loan Agreement (Southwest Gas Corp), Term Loan Agreement (Southwest Gas Holdings, Inc.)
Disbursement. (i) Prior to 4:00 3:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “Majority "Required Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its portion of the Loans.
Appears in 2 contracts
Samples: Loan Agreement (Gray Television Inc), Loan Agreement (Gray Television Inc)
Disbursement. Prior to 3:30 p.m. (Atlanta, Georgia time) with respect to Base Rate Advances and Eurodollar Advances and prior to 4:00 p.m. (Atlanta, Georgia time) with respect to Swing Loans on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Principal Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 5:00 p.m. (Atlanta, Georgia time) on one (1) Business Day prior to the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that any Lender is a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementNon-Funding Lender, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such nonNon-funding Funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Non-Funding Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, Commitment and Revolving Credit Exposure held by such Non-Funding Lender shall not be counted as outstanding for purposes of determining “Majority Required Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansRevolving Credit Exposure (directly or indirectly through the exercise of setoff rights or otherwise).
Appears in 2 contracts
Samples: Credit Agreement (Haverty Furniture Companies Inc), Credit Agreement (Haverty Furniture Companies Inc)
Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of Borrower maintained with Administrative Agent or an Advance the proceeds Affiliate of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the and so long as notice has been given as provided in Section 2.2(b), Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, then such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Federal Funds Rate, and, thereafter, at the Federal Funds Rate for such Business Days, and plus four percent (y4%) thereafter, at the Base Rateper annum. If such Lender shall repay to the Administrative Agent such corresponding amount, then such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the then Administrative Agent shall may notify the Administrative Borrower, and Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Lender funded its portion thereof. Any payments received by Administrative Agent following such demand shall be applied in repayment of amounts owed to Administrative Agent hereunder prior to any other application. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when no Default or Event of Default exists, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) be automatically deemed to have transferred to the Lender serving as Administrative Agent all of such non-funding Lender’s right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest interest, or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Lender failed to make.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Horton D R Inc /De/), Revolving Credit Agreement (Horton D R Inc /De/)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Funding Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Funding Agent by the Lenders in like funds by (ia) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (b) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Funding Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Funding Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Funding Agent such Lender’s 's ratable portion of such Advance, the Administrative Funding Agent may assume that such Lender has made or will make such portion available to the Administrative Funding Agent on the date of such Advance and the Administrative Funding Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall does not have so made make such ratable portion available to the Administrative Funding Agent, such Lender agrees to repay to the Administrative Funding Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Funding Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business DaysRate, and plus one percent (y1%).
(iii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Funding Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Funding Agent’s 's demand therefor, the Administrative Funding Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Funding Agent, with interest at the Interest Rate Basis applicable to the underlying Advance. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time no Default then exists and the conditions precedent to borrowing in Article 3 hereof have been satisfied, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andcalling for less than one hundred percent (100%) Lender consent, with respect to any such Lender, and the amount of the Revolving Loan Commitments or Loans, as applicable, held by Loans of such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and or (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loansunfunded Advances.
Appears in 2 contracts
Samples: Loan Agreement (Vanguard Cellular Systems Inc), Loan Agreement (Vanguard Cellular Systems Inc)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 Noon (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate on overnight Federal funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement, and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, and with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Credit Agreement (Oxford Industries Inc), Credit Agreement (Oxford Industries Inc)
Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like immediately available funds by (i) transferring crediting the amounts so made available by wire transfer to the Borrowers’ Disbursement Account account of the Borrower maintained with the Administrative Agent or an affiliate of the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2 hereof, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Overnight Federal Funds Rate for such Business DaysRate, and (y) and, thereafter, at the Base Rate. Overnight Federal Funds Rate plus four percent (4%).
(iii) If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Bank funded its portion thereof. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other Lender. Bank.
(iv) In the event that that, at any time when the Borrower is not in Default, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such Advance, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Bank failed to make. The provisions of this Section 2.2(e) will not impact upon any remedies of the Borrower with respect to any Bank which fails to fund an Advance hereunder at a time when the Borrower is otherwise in compliance with this Agreement.
Appears in 2 contracts
Samples: Loan Agreement (Irt Property Co), Loan Agreement (Irt Property Co)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ applicable Controlled Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia Georgia, time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance, such Lender 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 made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Credit Agreement (Central Garden & Pet Co), Credit Agreement (Central Garden & Pet Co)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, The Borrower hereby irrevocably authorizes the Administrative Agent shallto disburse the proceeds of each Loan requested pursuant to this Section 2.03. The proceeds of each Loan requested under this Section 2.03 shall be disbursed by the Administrative Agent in Dollars in immediately available funds, subject to in the satisfaction case of the conditions set forth initial borrowing, in Article 4accordance with the terms of the written disbursement letter from the Borrower, disburse and in the amounts made available case of each subsequent borrowing, by wire transfer to such bank account as may be agreed upon by the Borrower and the Administrative Agent from time to time or elsewhere if pursuant to a written direction from the Borrower. If at any time any Loan is funded in excess of the amount requested by the Borrower, the Borrower agrees to repay the excess to the Administrative Agent by promptly upon the Lenders in like funds by earlier to occur of (ia) transferring the amounts so made available by wire transfer Borrower’s discovery of the error and (b) notice thereof to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless Borrower from the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of or any Advance that such Lender will not make available applicable Lender. If no election as to the Administrative Agent such Lender’s ratable portion Type of such AdvanceBorrowing is specified, then the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amountrequested Borrowing shall be an ABR Borrowing. If and no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the extent such Lender Borrower shall not be deemed to have so made such ratable portion available to the Administrative Agent, such Lender agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amountSection, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other advise each Lender of its obligation, if any, hereunder to fund its respective portion the details thereof and of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of such Lender’s Loan to be made as part of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loansrequested Borrowing.
Appears in 2 contracts
Samples: Credit Agreement, Credit Agreement (Quality Distribution Inc)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account requesting Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the requesting Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender having an applicable Commitment prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower on such date a corresponding amount. If and to the extent such an applicable Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers, and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when there is no Default and each of the conditions in Section 3.2 hereof has been satisfied, a Lender having an applicable Commitment for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrowers), or all other Lenders have received payment in full from the Borrowers (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender applicable Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrowers, the Administrative Agent (or the other Lenders) Lenders in respect of its Loansportion of the applicable Loans until all applicable Loans of the other Lenders have been fully paid.
Appears in 2 contracts
Samples: Loan Agreement (American Tower Corp /Ma/), Loan Agreement (American Tower Corp /Ma/)
Disbursement. Prior to 4:00 1:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such non-funding Lender, 's Aggregate Commitment Ratios shall be excluded from the amount calculation of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding required percentages for purposes the definition of determining “Majority Lenders” hereunder, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Credit Agreement (Bull Run Corp), Credit Agreement (Bull Run Corp)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timei) on the date of an Advance hereunder, the Administrative Agent shall, subject Subject to the satisfaction of the conditions set forth in Article 43, prior to 3:00 p.m. on the date of (A) an Advance (other than an Advance in the form of a Swingline Loan) hereunder, the Administrative Agent shall disburse the amounts made available to the Administrative Agent by the Lenders in like funds and (B) an Advance hereunder in the form of a Swingline Loan, the Administrative Agent shall disburse the amounts made available to the Administrative Agent by the Swingline Lender in like funds, in each case, by (i1) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Borrower’s instructions or (2) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent and identified in the most recent Notice of Account or Designation received from the Borrower. Advances in the form of Initial Revolving Loans to be made for the purpose of refunding Swingline Loans shall be made by the Lenders with an Initial Revolving Loan Commitment as provided in Sections 2.1(d)(ii) through (iv).
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate, without prejudice to Borrower’s claims against such Lender. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Credit Agreement (Gray Television Inc), Credit Agreement (Gray Television Inc)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Houston time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like funds by (i) transferring the amounts so made available by wire transfer deposit pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankCo-Borrower's instructions. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 12:00 p.m. (Atlanta, Georgia Houston time) on the date of any Advance Loan that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Co- Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, such Co-Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender Bank and the Borrowers Co- Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers each Borrower such corresponding amount. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative any Co- Borrower and the Co-Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender Bank to fund its portion of any Advance Loan shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that a Lender Bank for any reason fails or refuses to fund its portion of an Advance a Loan in violation of this Agreement, then, until such time as such Lender Bank has funded its portion of such AdvanceLoan, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Lender Bank shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other LendersBanks) in respect of its Loans.
Appears in 2 contracts
Samples: Credit Agreement (Housecall Medical Resources Inc), Credit Agreement (Housecall Medical Resources Inc)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender holding a Loan subject to such request for an Advance prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any a requested Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, at a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(xiii) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Advances for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at a rate in accordance with market practice from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: 364 Day Term Loan Agreement (American Tower Corp /Ma/), 3 Year Term Loan Agreement (American Tower Corp /Ma/)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of the making of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender holding a Loan subject to such request for an Advance prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any a requested Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Advances for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Term Loan Agreement (American Tower Corp /Ma/), Term Loan Agreement (American Tower Corp /Ma/)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender holding a Loan subject to such request for an Advance prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any a requested Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds greater of the NYFRB Rate for such Business Daysand a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Advances for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the NYFRB Rate from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Term Loan Agreement (American Tower Corp /Ma/), 364 Day Term Loan Agreement (American Tower Corp /Ma/)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender holding a Loan subject to such request for an Advance prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any a requested Advance that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender Xxxxxx 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Advances for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Term Loan Agreement (American Tower Corp /Ma/), Term Loan Agreement (American Tower Corp /Ma/)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account relevant Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the relevant Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender having an applicable Commitment prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower on such date a corresponding amount. If and to the extent such an applicable Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the relevant Borrower, the Administrative Agent shall notify the Administrative Borrower relevant Borrower, and the Borrowers relevant Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at (A) the Federal Funds Rate in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Administrative Agent in respect of such amount in the case of Advances denominated in Alternative Currencies, in each case from the date the Administrative Agent made such amount available to the relevant Borrower. The relevant Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Multicurrency Revolving Credit Agreement (American Tower Corp /Ma/), Loan Agreement (American Tower Corp /Ma/)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with Citibank or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 2 contracts
Samples: Credit Agreement (Zenith Electronics Corp), Credit Agreement (Zenith Electronics Corp)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or [Reserved].
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Duratek on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Duratek until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Duratek and the Borrowers Duratek shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when Duratek is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails fails, refuses, or has given notice to the Administrative Agent and/or Duratek that it refuses to fund its portion of an Advance in violation of this Agreementa Loan (a “Defaulting Lender”), then, until such time as such Defaulting Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Defaulting Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender ’s interest in any Loans shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and hereunder or (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Duratek in respect of its unfunded portion of Loans. The provisions of this Section 2.2(e)(iv) are not in lieu of any other claim Duratek may have against such Defaulting Lender.
Appears in 2 contracts
Samples: Amendment Agreement (EnergySolutions, Inc.), Credit Agreement (EnergySolutions, Inc.)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made 's branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Lender's Loans to be made on a Borrowing Date, unless such Lender shall have notified the Revolving Loan Commitments or LoansAdministrative Agent prior to such Borrowing Date that it does not intend to make such Loans on such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on such Borrowing Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Borrowing Date therefor until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the relevant Borrowing Date.
Appears in 2 contracts
Samples: Credit Agreement (Westfield America Inc), Credit Agreement (Apogee Enterprises Inc)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Lender’s Loan to be made on a Borrowing Date, unless such Lender shall have notified the Revolving Administrative Agent prior to such Borrowing Date that it does not intend to make such Loan Commitments or Loanson such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on such Borrowing Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Borrowing Date therefor until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the relevant Borrowing Date.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Southwest Gas Corp), Revolving Credit Agreement (Southwest Gas Corp)
Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia time) New York City time on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender having an applicable Commitment prior to 1:00 12:00 p.m. (Atlanta, Georgia time) New York City time on the date of any Advance that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such an applicable Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Xxxxxx does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at (A) the Federal Funds Rate in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Administrative Agent in respect of such amount in the case of Advances denominated in Alternative Currencies, in each case from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Revolving Credit Agreement (American Tower Corp /Ma/)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions or (iiB) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.14, transferring such amounts to such the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business DaysRate, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. If both such Lender and the Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrower such corresponding amount. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers Borrower or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. Prior (a) Each Loan shall be made by the relevant Lender from such Lender’s branch or affiliate identified as its Applicable Lending Office.
(b) The failure of any Lender to 4:00 p.m. (Atlanta, Georgia time) make any Loan to be made by it on the date Borrowing Date therefor shall not relieve any other Lender of an Advance hereunderits obligation to make its Loan or Loans on such date, but neither any Lender nor the Administrative Agent shall, subject shall be responsible for the failure of any other Lender to the satisfaction of the conditions set forth in Article 4, disburse the amounts make a Loan to be made available to the Administrative Agent by the Lenders in like funds by such other Lender.
(ic) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of borrowing of Term SOFR Loans (or, in the case of any borrowing of Base Rate Loans, prior to 1:00 p.m. (Atlanta, Georgia time) P.M. on the date of any Advance such borrowing) that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s ratable portion share of such Advanceborrowing, the Administrative Agent may assume that such Xxxxxx has made such share available on such date in accordance with Section 2.02 (or, in the case of a borrowing of Base Rate Loans, that such Lender has made or will make such portion share available to in accordance with and at the Administrative Agent on the date of such Advance time required by Section 2.02) and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date Borrower a corresponding amount. If and to In such event, if a Lender has not in fact made its share of the extent such Lender shall not have so made such ratable portion applicable borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount in immediately available funds 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 payment to the Administrative Agent, at (A) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing, and (B) in the case of a payment to be made by the Borrower, the interest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender 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. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent. Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders 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 the amount due. With respect to any payment that the Administrative Agent makes for the account of the Lenders hereunder as to which the Administrative Agent determines (which determination shall be conclusive absent manifest error) that any of the following applies (such payment referred
(1) the Borrower has not in fact made such payment; (2) the Administrative Agent has made a payment in excess of the amount so paid by the Borrower (whether or not then owed); or (3) the Administrative Agent has for any reason otherwise erroneously made such payment; then each of the Lenders severally agrees to repay to the Administrative Agent forthwith on demand the Rescindable Amount so distributed to such corresponding amount together Lender, in immediately available funds with interest thereon, for each day from and including the date such amount is made available distributed to the Borrowers or the appropriate Issuing Bank, as applicable, until it to but excluding the date such amount is repaid of payment to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Effective Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to a rate determined by the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion in accordance with banking industry rules on interbank compensation. A notice of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of or the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, Borrower with respect to any such Lenderamount owing under this clause (c) shall be conclusive, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loansabsent manifest error.
Appears in 1 contract
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Borrowing hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4III, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account Borrower’s general deposit account maintained with the Administrative Agent or such other account of the Borrower as it may designate in any Notice of Borrowing or (ii) in the case of an Advance a Borrowing the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.14, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Borrowing that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceBorrowing, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Borrowing and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Borrowing for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend remit to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Borrowing on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
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Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) 11:00 a.m. on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 3:00 p.m. on the date of any Advance, such Lender 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 made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Credit Agreement (Installed Building Products, Inc.)
Disbursement. Prior to 4:00 p.m. 11:00 a.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction (or waiver in accordance with Section 10.12) of the conditions set forth in Article 4Section 4.2, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account or (ii) in Borrower with the case Administrative Agent or, at the Borrower’s option by effecting a wire transfer of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankanother deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 10:00 a.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 10:00 a.m. (Charlotte, North Carolina time) on the date of any Loan, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
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Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance Affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Effective Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders with respect solely to any such Lender, the amount of the Revolving Loan votes shall be adjusted as if such non-funding Lender has no Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderand no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance the making of a Revolving Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to EnergySolutions’ instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the Borrowers’ Disbursement Account or account of EnergySolutions maintained with the Administrative Agent; provided, however, that the Administrative Agent shall first make the applicable portion of such funds equal to the aggregate principal amount of any Letter of Credit Loans made by the Revolving Issuing Bank and by any other Revolving Lender and outstanding on the date of such Revolving Loan, plus interest accrued and unpaid thereon to and as of such date, available to the Revolving Issuing Bank and such other Revolving Lender for repayment of such Letter of Credit Loans.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower EnergySolutions and the Borrowers EnergySolutions shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when EnergySolutions is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails fails, refuses, or refuses has given notice to the Administrative Agent and/or EnergySolutions that it refuses, to fund its portion of an Advance a Loan or, in violation of this Agreementaccordance with Section 2.2(f)(ii) below, a disbursed amount (a “Defaulting Lender”), then,
Section 2.1 (c), until if any Lender shall become a Defaulting Lender, the Revolving Letter of Credit Commitment shall be reduced by an amount equal to such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) Defaulting Lender’s Pro Rata Share of the principal Revolving Letter of Credit Commitment unless and interest due in respect of until arrangements reasonably satisfactory to the Revolving Issuing Bank have been entered into (the Revolving Issuing Bank having made a good faith effort to enter into such Advance, such non-funding Lender shall not (iarrangements) have to eliminate the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, Revolving Issuing Bank’s risk with respect to any such the Defaulting Lender, the amount ’s Pro Rata Share of the Revolving Loan Commitments or LoansLetter of Credit Commitment, as applicable, held by including cash collateralizing the Revolving Issuing Bank’s Revolving Letter of Credit Commitment with respect to such Lender shall Defaulting Lender’s Pro Rata Share. The provisions of this Section 2.2(e)(iv) are not be counted as outstanding for purposes in lieu of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loansclaim EnergySolutions may have against such Defaulting Lender.
Appears in 1 contract
Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(b) hereof, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Overnight Federal Funds Rate for such Business DaysRate, and (y) and, thereafter, at the Base RateOvernight Federal Funds Rate PLUS four percent (4%) per annum. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall may notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Bank funded its portion thereof. Any payments received by the Administrative Agent following such demand shall be applied in repayment of amounts owed to the Administrative Agent hereunder prior to any other application. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when this Agreement is not in Default, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such Advance, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) be automatically deemed to have transferred to the Bank serving as Administrative Agent all of such non-funding Bank's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Bank failed to make.
Appears in 1 contract
Samples: Master Loan and Inter Creditor Agreement (Horton D R Inc /De/)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or [Reserved].
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Duratek on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Duratek until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Duratek and the Borrowers Duratek shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when Duratek is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails fails, refuses, or refuses has given notice to the Administrative Agent and/or Duratek that it refuses, to fund its portion of an Advance a Loan or, in violation of this Agreementaccordance with Section 2.2(f)(ii) below, a disbursed amount (a “Defaulting Lender”), then, until such time as such Defaulting Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Defaulting Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to and interest in any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and hereunder or (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Duratek in respect of its unfunded portion of Loans. The provisions of this Section 2.2(e)(iv) are not in lieu of any other claim Duratek may have against such Defaulting Lender.
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Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its portion of the Loans.
Appears in 1 contract
Samples: Loan Agreement (Rural Cellular Corp)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(ii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower EnergySolutions and the Borrowers EnergySolutions shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Second Lien Credit Agreement (EnergySolutions, Inc.)
Disbursement. (i) Prior to 4:00 3:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (iiB) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent; provided, however, that, in the case of an any Advance made under the proceeds Revolving Commitments, the Administrative Agent shall first make the applicable portion of which are such funds equal to reimburse an the aggregate principal amount of (x) any Letter of Credit Loans made by the Issuing Bank pursuant and by any other Revolving Lender and outstanding on the date of such Advance, plus interest accrued and unpaid thereon to Section 2.15and as of such date, transferring available to the Issuing Bank and such amounts other Revolving Lender for repayment of such Letter of Credit Loans and (y) any Swing Line Loans made by any Lenders and outstanding on the date of such Advance, plus interest accrued and unpaid thereon to and as of such date, available to such Issuing Bank. Lenders for repayment of such Swing Line Loans, with the balance of such funds so disbursed to the Borrower.
(ii) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails fails, refuses, or refuses has given notice to the Administrative Agent and/or the Borrower that it refuses, to fund its portion of an Advance or, in violation of this Agreementaccordance with clause (g)(ii) below, a disbursed amount (a "Defaulting Lender"), then, until such time as such Defaulting Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Defaulting Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's Unused Revolving Commitment and interest in any Loans or Letters of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Credit shall not be counted as outstanding for purposes of determining “"Majority Lenders” hereunder, and " hereunder or (ii) be entitled to receive any payments of (A) principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its unfunded portion of Advances, (B) any commitment fee in respect of its Revolving Commitment or (D) any portion of Letter of Credit fees or interests or amounts in respect of any Letter of Credit Loans. In addition to the foregoing, and notwithstanding Section 2.1(e), if any Lender shall become a Defaulting Lender, the Letter of Credit Commitment shall be reduced by an amount equal to such Defaulting Lender's Pro Rata Share of the Letter of Credit Commitment unless and until arrangements reasonably satisfactory to the Issuing Bank have been entered into (the Issuing Bank having made a good faith effort to enter into such arrangements) to eliminate the Issuing Bank's risk with respect to the Defaulting Lender's Pro Rata Share of the Letters of Credit Commitment, including cash collateralizing the Issuing Bank's Letter of Credit Commitment with respect to such Defaulting Lender's Pro Rata Share. The provisions of this Section 2.2(e)(iv) are not in lieu of any other claim the Borrower may have against such Defaulting Lender.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia Houston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia Houston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect (other than issues requiring the affirmative vote of all Lenders pursuant to any such Lender, Section 11.12 hereof) and the amount of the Revolving Loan Commitments or Loans, as applicable, Commitment held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansBorrower.
Appears in 1 contract
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) Promptly on the date of an Advance hereunderhereunder (other than in connection with a Continuation or Conversion), the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Section 3.2, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (iiB) in the case absence of an Advance such instructions, crediting the proceeds amounts so made available to the account of which are to reimburse an Issuing the Borrower set forth herein below (or such other account as the Borrower shall direct in writing): Bank pursuant to Section 2.15Name: BANK OF AMERICA, transferring such amounts to such Issuing BankN.A., IL Bank Address: 100 X. XXXXXXX STREET CHICAGO, IL 60602 USA Account Name: WHOLE EARTH BRANDS, INC. Routing Number: 000000000 Account Number: 8000000000 Address: 100 X. XXXXXX DRIVE, SUITE 3150 CHICAGO, IL 60606 USA
(i) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 2:00 P.M. (AtlantaNew York, Georgia New York time) (A) in the case of a Base Rate Advance, on the date of any such Advance or (B) in the case of a LIBORSOFR Advance, two (2) U.S. Government Securities Business Days prior to the date of such Advance, that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may (although it is not its current practice to do so) in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon within one (1) Business Day of the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Interest Rate Basis applicable to such Advance; which payment may be made by an Advance of a Revolving Loan. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iii) In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreementbecomes a Defaulting Lender, then, until such time as such Defaulting Lender has funded its portion of ceases to be a Defaulting Lender in accordance with Section 2.2(e)(v), (A) such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Defaulting Lender shall not (i) have the right to vote regarding any issue on which voting vote, unless such Defaulting Lender is required or advisable a Defaulting Lender solely under this Agreement or any other Loan Document and, with respect to any such Lender, the amount subclause (e) of the Revolving Loan Commitments or Loans, as applicable, held by definition thereof and the bankruptcy court has issued an order which reaffirms such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.Defaulting
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia Houston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (ia) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (b) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (Atlanta, Georgia Houston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.of
Appears in 1 contract
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, shall disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business DaysRate, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. If both such Lender and the Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrower such corresponding amount. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers Borrower or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Thomas & Betts Corp)
Disbursement. (i) Prior to 4:00 3:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Borrower’s instructions or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent and identified in the most recent Notice of Account or Designation received from the Borrower.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate, without prejudice to Borrower’s claims against such Lender. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 1:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such non-funding Lender, 's Aggregate Commitment Ratios shall be excluded from the amount calculation of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding required percentages for purposes the definition of determining “Majority Requisite Lenders” hereunder, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Credit Agreement (Bull Run Corp)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower requesting such Advance, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrowers maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers, and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, on a joint and several basis, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrowers are not in Default and have otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders with respect solely to any such Lender, the amount of the votes shall be adjusted as if such non-funding Lender has no Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderCommitment and no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrowers may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.
Appears in 1 contract
Samples: Loan Agreement (CSC Holdings Inc)
Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender Xxxxxx 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, such Lender and the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding a Lender or as outstanding, as applicable, for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Second Amendment to Fourth Amended and Restated Credit Agreement (Oxford Industries Inc)
Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ applicable Controlled Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate applicable Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Charlotte, North Carolina time) on the date of any Advance, such Lender 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 made available to the Borrowers applicable Borrower or the appropriate applicable Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Representative and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made 's branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in Affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Lender's Loans to be made on a Borrowing Date, unless such Lender shall have notified the Revolving Loan Commitments or LoansAdministrative Agent prior to such Borrowing Date that it does not intend to make such Loans on such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on such Borrowing Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Borrowing Date therefor until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the relevant Borrowing Date.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Winstar Communications Inc)
Disbursement. Prior to 4:00 3:00 p.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of an Advance hereunderAdvance, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Advance Requirements, disburse the amounts made available to the Administrative Agent by the Lenders or from the Funds in like funds by (i) transferring the amounts so made available by wire transfer to deposit into the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankOperating Account. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Advance. The Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base RateRate plus the Base Rate Margin. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement, and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor's demand, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in with respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andLender Agreement, with respect and the Agent shall have the right to any vote such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder's vote, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in or the Borrower with respect of its Loans. These amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in a manner determined by the Agent in its sole discretion. Furthermore, upon such failure of a Lender to fund its portion of an Advance, the Agent shall have the right, but not the obligation, at its election, to purchase the portion of the Loan held by such non-funding Lender for a purchase price equal to the then outstanding principal balance of such Lender's Loan or portion thereof.
Appears in 1 contract
Disbursement. Prior to 4:00 3:00 p.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of an Advance hereundera Tranche A Advance, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Tranche A Advance Requirements, disburse the amounts made available to the Administrative Agent by the Tranche A Lenders in like funds by (i) transferring the amounts so made available by wire transfer to deposit into the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankGeneral Cash Collateral Account. Unless the Administrative Agent shall have received notice from a Tranche A Lender prior to 1:00 p.m. 11:00 a.m. (AtlantaProvidence, Georgia Rhode Island time) on the date of any Tranche A Advance that such Tranche A Lender will not make available to the Administrative Agent such Tranche A Lender’s 's ratable portion of such Tranche A Advance, the Administrative Agent may assume that such Tranche A Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Tranche A Advance. The Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Tranche A Lender shall not have so made such ratable portion available to the Administrative Agent, such Tranche A Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base RateRate plus the Base Rate Margin. If such Tranche A Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Tranche A Lender’s 's portion of the applicable Tranche A Advance for purposes of this Agreement Agreement, and if both such Tranche A Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Tranche A Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor's demand, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Tranche A Lender to fund its portion of any Tranche A Advance shall not relieve any other Tranche A Lender of its obligation, if any, hereunder to fund its respective portion of the Tranche A Advance on the date of such borrowing, but no Tranche A Lender shall be responsible for any such failure of any other Tranche A Lender. In the event that a Tranche A Lender for any reason fails or refuses to fund its portion of an a Tranche A Advance in violation of this Agreement, then, until such time as such Tranche A Lender has funded its portion of such Tranche A Advance, or all other Tranche A Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in with respect of such Tranche A Advance, such non-funding Tranche A Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Amendment or the Credit Agreement or any other Loan Document andLender Agreement, with respect and the Agent shall have the right to any vote such Tranche A Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder's vote, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in or the Borrower with respect of its Loans. These amounts may be applied by the Agent for the benefit of the Agent and the other Tranche A Lenders in a manner determined by the Agent in its sole discretion. Furthermore, upon such failure of a Tranche A Lender to fund its portion of a Tranche A Advance, the Agent shall have the right, but not the obligation at its election to purchase the portion of the Loan held by such non-funding Lender for a purchase price equal to the then outstanding principal balance of such Lender's Loan or portion thereof."
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like immediately available funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account or Borrower's instructions, (iiB) in the case of an Advance representing the proceeds reimbursement of which are to reimburse an any Issuing Bank pursuant to Section 2.15for a draw under a Letter of Credit, transferring such amounts amount to such Issuing Bank. , or (C) in the absence of such instructions referred to in clause (A) above and so long as the provisions of clause (B) above do not apply to the requested Advance, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) Unless the Administrative Agent shall have received notice from a Lender Lender, prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender Lender, has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender Lender, 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately promptly, but in any event within two (2) Business Days of such demand, pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment and Term Loans, as applicable, or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority "Required Lenders” ", the "Pro Rata Class" or the "Term B Class" hereunder, and or (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loansunfunded portion of Advances or any of its outstanding Advances. Notwithstanding the foregoing, within sixty (60) days of the failure by any Lender to fund its portion of an Advance, so long as no Default or Event of Default then exists, the Borrower may, in its discretion, provide a replacement lender or lenders for such non-funding Lender, which replacement lender or lenders will be subject to the approval of the Agents, which shall not be unreasonably withheld, and the Administrative Agent, such Lender and the Borrower shall take all necessary actions to transfer the rights, duties and obligations of such non-funding Lender to such replacement lender or lenders within such sixty (60) day period (including, without limitation, the payment in full of all Obligations hereunder due to the non-funding Lender being replaced).
Appears in 1 contract
Samples: Credit Agreement (Ziff Davis Intermediate Holdings Inc)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timei) on the date of an Advance hereunder, the Administrative Agent shall, subject Subject to the satisfaction satisfactions of the conditions set forth in Article 43, prior to 3:00 p.m. on the date of (A) an Advance (other than an Advance in the form of a Swingline Loan) hereunder, the Administrative Agent shall disburse the amounts made available to the Administrative Agent by the Lenders in like funds and (B) an Advance hereunder in the form of a Swingline Loan, the Administrative Agent shall disburse the amounts made available to the Administrative Agent by the Swingline Lender in like funds, in each case, by (i1) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Borrower’s instructions or (2) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent and identified in the most recent Notice of Account or Designation received from the Borrower. Advances in the form of Revolving Loans to be made for the purpose of refunding Swingline Loans shall be made by the Lenders with a Revolving Loan Commitment as provided in Sections 2.2(d)(ii) through (iv).
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate, without prejudice to Borrower’s claims against such Lender. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its portion of the Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(b) hereof, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Overnight Federal Funds Rate for such Business DaysRate, and (y) and, thereafter, at the Base RateOvernight Federal Funds Rate plus four percent (4%) per annum. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall may notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Bank funded its portion thereof. Any payments received by the Administrative Agent following such demand shall be applied in repayment of amounts owed to the Administrative Agent hereunder prior to any other application. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when this Agreement is not in Default, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such Advance, or all other Lenders Banks have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non- funding Bank shall (i) be automatically deemed to have transferred to the Bank serving as Administrative Agent all of such non-funding Lender shall not (i) have the Bank's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Bank failed to make.
Appears in 1 contract
Samples: Loan Agreement (Horton D R Inc /De/)
Disbursement. Prior to 4:00 3:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance Loan hereunder, the applicable Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the such Administrative Agent by the Lenders in like funds in Dollars, Euros or Sterling, as applicable, by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the applicable Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the such Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the such Administrative Agent may assume that such Lender has made or will make such portion available to the such Administrative Agent on the date of such Advance Loan and the such Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the applicable Administrative Agent, such Lender agrees to repay to the such Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the such Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base RateRate (in an amount equal to the U.S. Dollar Equivalent thereof in the case of Revolving Loans denominated in Euros or Sterling). If such Lender shall repay to the applicable Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the such Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the applicable Administrative Agent’s demand therefor, the such Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the such Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance Loan in violation of this Agreement, then, until such time as such Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” or “Revolving Majority Lenders” as applicable hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the applicable Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Credit Agreement (Zayo Group LLC)
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account requesting Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the requesting Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender having an applicable Commitment prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower on such date a corresponding amount. If and to the extent such an applicable Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers, and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when there is no Default and each of the conditions in Section 3.2 hereof has been satisfied, a Lender having an applicable Commitment for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrowers), or all other Lenders have received payment in full from the Borrowers (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount ’s portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender applicable Loans shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrowers, the Administrative Agent (or the other Lenders) Lenders in respect of its Loansportion of the applicable Loans until all applicable Loans of the other Lenders have been fully paid.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds Banks by (ia) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (b) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia New York time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall the Bank does not have so made make such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other Lender. Bank.
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender Bank for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender Bank has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Bank from any liability it may have to the Borrower), or all other Lenders Banks have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of an amount equal to the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount Bank's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” Banks" hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Banks in respect of its portion of the Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower’s account maintained with SunTrust Bank or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower’s instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 1:30 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance hereunder, the each Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the relevant Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account relevant Borrower's instructions, or (iiB) in the absence of such instructions, crediting the amounts so made available to the account of the relevant Borrower maintained with such Administrative Agent; provided that, in the case of an any Advance made under the proceeds Revolving Commitments, such Administrative Agent shall first make the applicable portion of which are such funds equal to reimburse an the aggregate principal amount of (x) any relevant Letter of Credit Loans made by the relevant Issuing Bank pursuant and by any other relevant Revolving Lender and outstanding on the date of such Advance, plus interest accrued and unpaid thereon to Section 2.15and as of such date, transferring such amounts available to such Issuing Bank. Bank and such other Revolving Lender for repayment of such Letter of Credit Loans and (y) any relevant Swing Line Loans made by any relevant Lenders and outstanding on the date of such Advance, plus interest accrued and unpaid thereon to and as of such date, available to such Lenders for repayment of such Swing Line Loans, with the balance of such funds so disbursed to the relevant Borrower.
(ii) Unless the relevant Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance that such Lender will not make available to the such Administrative Agent such Lender’s 's ratable portion of such Advance, the such Administrative Agent may assume that such Lender has made or will make such portion available to the such Administrative Agent on the date of such Advance and the such Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, relevant Borrower on such date a corresponding amount. If and to the extent such Lender shall does not have so made make such ratable portion available to the such Administrative Agent, such Lender agrees to repay to the such Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, relevant Borrower until the date such amount is repaid to the such Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the such Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the such Administrative Agent’s 's demand therefor, the such Administrative Agent shall notify the Administrative relevant Borrower and the Borrowers such Borrower shall immediately pay such corresponding amount to the such Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when no Default exists and all applicable conditions set forth in Article 3 hereof have been satisfied, a Lender for any reason fails fails, refuses, or refuses has given notice to the relevant Administrative Agent and/or the relevant Borrower that it refuses, to fund its portion of an Advance or, in violation of this Agreementaccordance with clause (j)(ii) below, a disbursed amount (a "Defaulting Lender"), then, until such time as such Defaulting Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Defaulting Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount of the 's Unused Revolving Loan Commitments or Commitment and interest in any Loans, as applicable, held by such Lender Letters of Credit or Canadian BA shall not be counted as outstanding for purposes of determining “"Majority Lenders” hereunder, and " hereunder or (ii) be entitled to receive any payments of (A) principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) any Borrower in respect of its Loansunfunded portion of Advances, (B) any commitment fee in respect of its Revolving Commitment or (C) any portion of Letter of Credit fees or interests or amounts in respect of any Letter of Credit Loans or Canadian BA. In addition to the foregoing, and notwithstanding Section 2.1(e), if any Lender shall become a Defaulting Lender, the Letter of Credit Commitment shall be reduced by an amount equal to such Defaulting Lender's Pro Rata Share of the Letter of Credit Commitment unless and until arrangements reasonably satisfactory to the relevant Issuing Bank have been entered into (such Issuing Bank having made a good faith effort to enter into such arrangements) to eliminate such Issuing Bank's risk with respect to the Defaulting Lender's Pro Rata Share of the Letters of Credit Commitment or ratable share of the aggregate face amount of outstanding Canadian BA, including cash collateralizing such Issuing Bank's Letter of Credit Commitment with respect to such Defaulting Lender's Pro Rata Share such Defaulting Lender's ratable share of the aggregate face amount of outstanding Canadian BA. The provisions of this Section 2.2(h)(iv) are not in lieu of any other claim the relevant Borrower may have against such Defaulting Lender.
Appears in 1 contract
Samples: Credit Agreement (Movie Gallery Inc)
Disbursement. Prior to 4:00 3:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance Loan hereunder, the applicable Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the such Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the applicable Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the such Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the such Administrative Agent may assume that such Lender has made or will make such portion available to the such Administrative Agent on the date of such Advance Loan and the such Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the applicable Administrative Agent, such Lender agrees to repay to the such Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the such Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the applicable Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the such Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the applicable Administrative Agent’s demand therefor, the such Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the such Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance Loan in violation of this Agreement, then, until such time as such Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” or “Revolving Majority Lenders” as applicable hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the applicable Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Samples: Credit Agreement (Zayo Group LLC)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Borrowing hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4III, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account Parent’s general deposit account maintained with the Administrative Agent or such other account of any Borrower as the Borrower Representative may designate in any Notice of Borrowing or (ii) in the case of an Advance a Borrowing the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.16, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Borrowing that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceBorrowing, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Borrowing and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid by such Lender to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Borrowing for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Representative and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Borrowing on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia Houston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (ia) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (b) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia Houston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent the Lender does not make such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, ratable
(xiii) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, and the amount of the Revolving Loan Commitments Commitment and Term Loans, as applicable, or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loansunfunded portion of Advances.
Appears in 1 contract
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an ------------ Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with Citibank or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 12:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its Loansportion of the Loans until all Loans of the other Lenders have been paid in full.
Appears in 1 contract
Disbursement. Prior to 4:00 1:00 p.m. (AtlantaDallas, Georgia Texas time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders (or as otherwise provided below) in like funds by (i) transferring the amounts so made available (or as otherwise provided below) by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance borrowing that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advanceborrowing, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance borrowing and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such three (3) Business Days, Days and (y) thereafter, thereafter at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion 's Loan as part of the applicable Advance such borrowing for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. In the event that any Lender fails to notify the Administrative Agent prior to the date of any borrowing that such Lender will not make available to the Administrative Agent such Lender's pro rata portion of any borrowing, such Lender (and not the Borrower) shall be responsible to reimburse the Administrative Agent for any losses or out-of-pocket expenses of the type described in Section 2.10 hereof incurred by the Administrative Agent in conjunction with the Borrower's repayment of amounts disbursed hereunder pursuant to the immediately preceding sentence. The failure of any Lender to fund its portion make the Loan to be made by it as part of any Advance borrowing shall not relieve any other Lender of its obligation, if any, hereunder to fund make its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and the conditions to borrowing have been satisfied and the Required Lenders have funded their respective portions of a requested Advance, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreementsuch Advance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full from the Borrower (whether by repayment or prepaymentprepayment or otherwise) of principal and interest in an aggregate amount equal to or greater than the amount of principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, (and the amount of the Revolving Loan Commitments or Loans, as applicable, held by Loans of such Lender shall not be counted as outstanding for purposes of determining “Majority "Required Lenders” " hereunder, and ) or (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to a deposit account maintained by the Borrowers’ Disbursement Account or (ii) in Borrower with the case Administrative Agent or, at the Borrower’s option by effecting a wire transfer of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankanother deposit account designated by the Borrower to the Administrative Agent in a written Request for Loan. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (AtlantaCharlotte, Georgia North Carolina time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may Table of Contents assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Charlotte, North Carolina time) on the date of any Loan, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 1:00 p.m. (AtlantaHouston, Georgia Texas time) on the ------------ date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43, disburse the amounts made available to the Administrative Agent by the Lenders Banks (or as otherwise provided below) in like funds by (i) transferring the amounts so made available (or as otherwise provided below) by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (ii) in the case absence of an Advance such instructions, crediting the proceeds amounts so made available (or as otherwise provided below) to the account of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bankthe Borrower maintained with the Administrative Agent. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance borrowing that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advanceborrowing, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance borrowing and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender Bank shall not have so made such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such three (3) Business Days, Days and (y) thereafter, thereafter at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion Bank's Loan as part of the applicable Advance such borrowing for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender Bank to fund its portion make the Loan to be made by it as part of any Advance borrowing shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund make its respective portion of the Advance Loan on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other LenderBank. In the event that that, at any time when the Borrower is not in Default and the conditions to borrowing set forth in Sections 3.1 and 3.2 hereof, as applicable, have been satisfied, a Lender Bank for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender Bank has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Bank from any liability it may have to the Borrower), or all other Lenders Banks have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any such Lender, and the amount of the Revolving Loan Commitments or Loans, as applicable, held by Loans of such Lender Bank shall not be counted as outstanding for purposes of determining “"Majority Lenders” Banks" hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Banks in respect of its Loans.
Appears in 1 contract
Samples: Loan Agreement (Cencom Cable Entertainment Inc /New)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) Promptly on the date of an Advance hereunderhereunder (other than in connection with a Continuation or Conversion), the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Section 3.2, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (iiB) in the case absence of an Advance such instructions, crediting the proceeds amounts so made available to the account of which are to reimburse an Issuing the Borrower set forth herein below (or such other account as the Borrower shall direct in writing): Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Name: [***] Bank Address: [***] [***] Account Name: [***] Routing Number: [***] Account Number: [***] Address: [***] [***]
(i) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 2:00 P.M. (AtlantaNew York, Georgia New York time) (A) in the case of a Base Rate Advance, on the date of any such Advance or (B) in the case of a LIBOR Advance, two (2) Business Days prior to the date of such Advance, that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may (although it is not its current practice to do so) in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon within one (1) Business Day of the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Interest Rate Basis applicable to such Advance; which payment may be made by an Advance of a Revolving Loan. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iii) In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreementbecomes a Defaulting Lender, then, until such time as such Defaulting Lender has funded its portion of ceases to be a Defaulting Lender in accordance with Section 2.2(e)(v), (A) such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Defaulting Lender shall not (i) have the right to vote vote, unless such Defaulting Lender is a Defaulting Lender solely under subclause (e) of the definition thereof and the bankruptcy court has issued an order which reaffirms such Defaulting Lender’s Loans and, if any, Commitments hereunder, regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Defaulting Lender, the amount ’s portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderthe Lenders entitled to vote hereunder (provided that such Defaulting Lender shall not have its Maturity Date postponed, its Commitments increased or extended, or amounts due to it postponed or permanently reduced (other than by way of payment) or be otherwise disproportionately affected without its consent), and (iiB) be entitled no such Defaulting Lender shall have the right to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its Loansportion of the Loans until such Defaulting Lender ceases to be a Defaulting Lender, except as expressly permitted herein.
(iv) The Borrower at its own cost and expense may designate an Eligible Assignee (a “Replacement Lender”) to assume all or any part of the Commitments and the obligations of any such Defaulting Lender hereunder, and to purchase the outstanding Loans of such Defaulting Lender and such Defaulting Lender’s rights hereunder and with respect thereto, and within ten (10) Business Days after such designation the Defaulting Lender shall (x) sell to such Replacement Lender, without recourse upon, warranty by or expense to such Defaulting Lender, by way of an Assignment and Assumption Agreement substantially in the form of Exhibit A attached hereto, for a purchase price equal to (unless such Defaulting Lender agrees to a lesser amount) the outstanding principal amount of the Loans of such Defaulting Lender, plus all interest accrued and unpaid thereon and all other amounts owing to such Defaulting Lender hereunder, including without limitation, any amount which would be payable to such Defaulting Lender pursuant to Section 2.11, and (y) assign to such Replacement Lender the Commitments of such Defaulting Lender. In the event any Defaulting Lender fails to execute the Assignment and Assumption Agreement in connection with an assignment pursuant to this Section, the Borrower may, upon two (2) Business Days’ prior notice to the Defaulting Lender, execute such agreement on behalf of the Defaulting Lender, and each such Lender hereby grants to the Borrower an irrevocable power of attorney (which shall be coupled with an interest) for such purpose. Upon such assumption and purchase by the Replacement Lender and subject to acceptance and recording of such Assignment and Assumption Agreement by the Administrative Agent pursuant to Section 11.5(d), such Replacement Lender shall be deemed to be a “Lender” for purposes of this Agreement and such Defaulting Lender shall cease to be a “Lender” for purposes of this Agreement and shall no longer have any obligations or rights hereunder (other than any obligations or rights which according to this Agreement shall survive the termination of the Commitments).
(v) If the Borrower, the Administrative Agent and theeach Issuing Bank agree in writing that a Lender is no longer a Defaulting Lender, the Administrative Agent will so notify the parties hereto, whereupon as of the effective date specified in such notice and subject to any conditions set forth therein, that Lender will, to the extent applicable, purchase at par that portion of outstanding Revolving Loans of the other Lenders or take such other actions as the Administrative Agent may determine to be necessary to cause the Revolving Loans and funded and unfunded participations in Letters of Credit to be held pro rata by the Lenders in accordance with the applicable Commitments, whereupon such Lender will cease to be a Defaulting Lender; provided that no adjustments will be made retroactively with respect to fees accrued or payments made by or on behalf of the Borrower while that Lender was a Defaulting Lender; and provided, further, that except to the extent otherwise expressly agreed by the affected parties, no change hereunder from Defaulting Lender to non-Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender.
Appears in 1 contract
Samples: Amendment and Restatement Agreement (Whole Earth Brands, Inc.)
Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders Banks in like funds by (ia) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (b) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender Bank prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia New York time) on the date of any Advance that such Lender Bank will not make available to the Administrative Agent such Lender’s Bank's ratable portion of such Advance, the Administrative Agent may assume that such Lender Bank has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall the Bank does not have so made make such ratable portion available to the Administrative Agent, such Lender Bank 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender Bank shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Bank's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender Bank does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender Bank to fund its portion of any Advance shall not relieve any other Lender Bank of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender Bank shall be responsible for any such failure of any other Lender. Bank.
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender Bank for any reason fails or refuses to fund its portion of an Advance and such failure shall continue for a period in violation excess of this Agreementthirty (30) days, then, until such time as such Lender Bank has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Bank from any liability it may have to the Borrower), or all other Lenders Banks have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender Bank shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount Bank's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” Banks" hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Banks in respect of its portion of the Loans.
Appears in 1 contract
Samples: Loan Agreement (Rural Cellular Corp)
Disbursement. Prior to 4:00 p.m. After the Restatement Date, deposits in respect of the escrows described in clauses (Atlanta, Georgia timeii) – (iii) above shall be made on the date basis of an Advance hereunder, the Administrative Agent’s reasonable estimate from time to time of the charges for the current year (or other applicable period). All funds deposited pursuant to clause (ii) – (iii) shall be held by the Administrative Agent. These sums may be commingled with the general funds of the Administrative Agent shall, subject and shall not be deemed to be held in trust for the satisfaction benefit of the conditions set forth in Article 4, disburse the amounts made available Borrowers. The Borrowers hereby grant to the Administrative Agent by for the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case benefit of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless Lender and the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to security interest in all funds so deposited with the Administrative Agent for the purpose of securing the Obligations. While an Event of Default exists, the funds deposited may be applied in payment of the charges for which such Lender’s ratable portion funds have been deposited, or to the payment of such Advancethe Obligations or any other charges affecting the security of the Administrative Agent, as the Administrative Agent may assume that elect, but no such Lender has application shall be deemed to have been made by operation of law or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so otherwise until actually made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to by the Administrative Agent. The failure of any Lender to fund its portion of any Advance Borrowers shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or furnish the Administrative Agent (or with bills for the other Lenders) charges for which such escrows are required promptly upon the Borrowers’ receipt thereof. If at any time the amount in respect of its Loansescrow with the Administrative Agent, together with amounts to be deposited by the Borrowers before such charges are payable, is insufficient to pay such charges, the Borrowers shall deposit any deficiency with the Administrative Agent immediately upon demand. The Administrative Agent shall promptly pay such charges, when the amount in escrow with the Administrative Agent is sufficient to pay such charges and the Administrative Agent has received a xxxx for such charges, if applicable.
Appears in 1 contract
Samples: Credit Agreement (Emeritus Corp\wa\)
Disbursement. Prior to 4:00 2:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4this Agreement, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of Borrower maintained with Administrative Agent or an Advance the proceeds Affiliate of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the and so long as notice has been given as provided in SECTION 2.2(b), Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, without any obligation hereunder to do so, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, then such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) Agent for the first two (2) Business Daysdays that such amount is not repaid, at the Federal Funds Rate, and, thereafter, at the Federal Funds Rate for such Business Days, and plus four percent (y4%) thereafter, at the Base Rateper annum. If such Lender shall repay to the Administrative Agent such corresponding amount, then such amount so repaid shall constitute such REVOLVING CREDIT AGREEMENT Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the then Administrative Agent shall may notify the Administrative Borrower, and Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon and on the same terms and conditions that would have applied to such Advance had such Lender funded its portion thereof. Any payments received by Administrative Agent following such demand shall be applied in repayment of amounts owed to Administrative Agent hereunder prior to any other application. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when no Default or Event of Default exists, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) be automatically deemed to have transferred to the Lender serving as Administrative Agent all of such non-funding Lender's right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) not be entitled to receive any payments of principal, interest interest, or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Advances which such Lender failed to make.
Appears in 1 contract
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia Georgia, time) on the date of an Advance a Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Controlled Disbursement Account or (ii) in the case of an Advance a Loan the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia Georgia, time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, in its sole and absolute discretion and in reliance upon such assumption, make available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative AgentAgent by 1:00 p.m. (Atlanta, Georgia time) on the date of any Loan, such Lender 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 made available to the Borrowers applicable Borrower or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers any Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers applicable Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrowers and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Boston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Section 2.5(f), disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with BankBoston or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Boston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Lender of New York, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans, which amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in accordance with the provisions of Section 12.5 and thereafter in a manner determined by the Agent in its sole discretion.
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Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia Houston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia Houston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, and the amount of the Revolving Loan Commitments or Loans, as applicable, Commitment held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its LoansBorrower.
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Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 44 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.2(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at a rate equal to the first two (2) Business Days, at the daily average Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rateperiod. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied all of the conditions to funding set forth in this Agreement, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, and the calculation of Majority Lenders with respect solely to any such Lender, the amount of the votes shall be adjusted as if such non-funding Lender has no Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderCommitment and no Loans outstanding, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.
Appears in 1 contract
Samples: Loan Agreement (CSC Holdings Inc)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made 's branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Xxxxxx's Loans to be made on a Borrowing Date, unless such Lender shall have notified the Revolving Loan Commitments or LoansAdministrative Agent prior to such Borrowing Date that it does not intend to make such Loans on such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Xxxxxx does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on such Borrowing Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Borrowing Date therefor until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the relevant Borrowing Date.
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Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia New York City time) on the date of an Advance hereunderhereunder (other than a Competitive Bid Advance), the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.2 and in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders obligated to make such Advance in like immediately available funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an affiliate of the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender obligated to make such Advance prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable 's portion of such Advance, and so long as notice has been given as provided in Section 2.2(c) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative AgentAgreement. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (iA) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (iiB) not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loanssuch Facility A Loans which such Lender failed to make.
Appears in 1 contract
Samples: Loan Agreement (Tv Guide Inc)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in this Section 2.3 and in Article 4, disburse the amounts made available to the Administrative Agent by the Lenders in like immediately available funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account instructions of the Borrower, or (ii) in the case absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent or an Advance affiliate of the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankAdministrative Agent. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, and so long as notice has been given as provided in Section 2.3(e) hereof, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with all interest accrued thereon at the interest rate that would have applied to such Advance had such Lender funded its portion thereof. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that that, at any time when the Borrower is not in Default, a Lender for any reason fails or refuses refused to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of to such Advanceadvance, such non-funding Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) be entitled to receive any no payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of such Loans which such Lender failed to make. Nothing in this subsection shall be deemed to prejudice any rights that the Borrower may have against any Lender as a result of any failure by such Lender to fund its Loansportion of any Advance.
Appears in 1 contract
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Boston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4Section 3.5(f), disburse the amounts made available to the Administrative Agent by the Revolving Credit Lenders in like funds by (i) transferring the amounts so made available by deposit into the Borrower's account maintained with Fleet or by wire transfer pursuant to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing BankBorrower's instructions. Unless the Administrative Agent shall have received notice from a Revolving Credit Lender prior to 1:00 p.m. 11:00 a.m. (Atlanta, Georgia Boston time) on the date of any Advance that such Revolving Credit Lender will not make available to the Administrative Agent such Revolving Credit Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Revolving Credit Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Revolving Credit Lender shall not have so made such ratable portion available to the Administrative Agent, such Revolving Credit Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the rate on overnight Federal Funds Rate funds transactions with members of the Federal Reserve System arranged by Federal funds brokers, as published for such Business Daysday by the Federal Reserve Bank of New York, and (y) thereafter, at the Base Rate. If such Revolving Credit Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Revolving Credit Lender’s 's portion of the applicable Advance for purposes of this Agreement Agreement, and if both such Revolving Credit Lender and the Borrowers Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers Borrower such corresponding amount. If such Revolving Credit Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Revolving Credit Lender to fund its portion of any Advance shall not relieve any other Revolving Credit Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Revolving Credit Lender shall be responsible for any such failure of any other Revolving Credit Lender. In the event that a Revolving Credit Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Revolving Credit Lender has funded its portion of such Advance, or all other Revolving Credit Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, the percentage of any Revolving Credit Lender's portion of the requested Advance shall be grossed up on a pro rata basis to reflect the suspension of the non-funding Revolving Credit Lender and such non-funding Revolving Credit Lender shall not (i) have the no right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunderDocument, and (ii) shall not be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans, which amounts may be applied by the Agent for the benefit of the Agent and the other Lenders in accordance with the provisions of Section 12.5 and thereafter in a manner determined by the Agent in its sole discretion. In no event, however, shall any Lender be required to fund any amounts in excess of its Commitment Percentage.
Appears in 1 contract
Samples: Senior Secured Facilities Credit Agreement (Wci Communities Inc)
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia time) on the date of an Advance hereunder, the Administrative Agent shall, The Loan shall be disbursed by USFB subject to the satisfaction Borrower handing over to USFB such documents, as may be applicable and required by USFB. The Borrower agrees that the disbursement may be done in suitable tranches as decided by USFB after taking into consideration of various factors, such as the need, progress of the conditions set forth in Article 4Higher Education course pursued by the Student etc. The Borrower also agrees that, disburse if the amounts payment of fees/deposits is to be made available to the Administrative Agent Higher Educational Institute/College, USFB need to do so only based on specific request of the Borrower, supported by the Lenders in like funds fee schedule issued by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance such institute, and if the proceeds of which are the Loan is disbursed in tranches, the subsequent tranches need be released only on submission of results/letter from institution and permissible utilization of the tranche already disbursed. All the disbursements or part thereof to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available be made by USFB to the Administrative Agent such Lender’s ratable portion Borrower under or in accordance with the terms of such Advance, the Administrative Agent may assume that such Lender has Loan Documents shall be made either by way of cheque in favour of the Higher Education Institution/College as specified in Annexure B or will make such portion available by way of cheque in favour of the Borrower and duly crossed and marked “A/c Payee Only” or through direct credit to the Administrative Agent on bank account of the date of such Advance and the Administrative Agent may, Higher Education Institution/College as specified in its sole discretion and in reliance upon such assumption, make available Annexure B or through direct credit to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amountBorrower’s bank account. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligationCollection charges, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of all such Advance, such non-funding Lender cheques shall be borne by the Borrower. The Borrower shall not (i) have insist for disbursement of Loan in cash. The Borrower agrees that the right to vote regarding any issue disbursement of the Loan made by USFB in the above manner shall be deemed as disbursement received by the Borrower. The date on which voting the Loan is required or advisable under this Agreement or any other Loan Document and, with respect disbursed to any such Lender, the amount of Borrower in the Revolving Loan Commitments or Loans, as applicable, held by such Lender above manner shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled referred to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.as
Appears in 1 contract
Samples: Higher Education Loan Agreement
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia Houston time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (ia) transferring the amounts so made available by wire transfer pursuant to instructions of the Borrower requesting such Advance, or (b) in the absence of such instructions, crediting the amounts so made available to the Borrowers’ Disbursement Account or account of the Borrower requesting such Advance maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:00 p.m. (Atlanta, Georgia Houston time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, applicable Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, a Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower that requested such Advance and the Borrowers such Borrower shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrowers are not in Default and have satisfied all applicable conditions set forth in Article 3, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, and the amount of the Revolving Loan Commitments Commitment and Term Loans, as applicable, or other Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loansunfunded portion of Advances.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an the making of the Advance hereunderunder Section 2.1, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any the Advance under Section 2.1 that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance under Section 2.1 for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the Borrower, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate from the date the Administrative Agent made such amount available to the Borrower. The Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any the Advance under Section 2.1 shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance under Section 2.1 on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 2:00 p.m. (AtlantaNew York, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (ia) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower's instructions, or (b) in the absence of such instructions, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (AtlantaNew York, Georgia New York time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at the Federal Funds Rate. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default and has otherwise satisfied each of the conditions in Section 3.2 hereof, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreementsuch Advance, then, until such time as such Lender has funded its portion of such AdvanceAdvance (which late funding shall not absolve such Lender from any liability it may have to the Borrower), or all other Lenders have received payment in full from the Borrower (whether by repayment or prepayment) or otherwise of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount 's portion of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Loans shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and or (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or Borrower, the Administrative Agent (or the other Lenders) Lenders in respect of its portion of the Loans.
Appears in 1 contract
Samples: Loan Agreement (Metrocall Inc)
Disbursement. Prior to 4:00 3:00 p.m. (Atlanta, Georgia Eastern time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4III, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account Borrower’s written instructions or (ii) in the case of an Advance the proceeds of which are to reimburse an the Issuing Bank pursuant to Section 2.152.14, transferring such amounts to such the Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 p.m. 12:00 noon (Atlanta, Georgia Eastern time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business DaysRate, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately pay such corresponding amount to the Administrative Agent. If both such Lender and the Borrower shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrower such corresponding amount. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers Borrower or the Administrative Agent (or the other Lenders) in respect of its Loans.
Appears in 1 contract
Disbursement. Prior to 4:00 p.m. (Atlanta, Georgia timea) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 4, disburse the amounts Each Loan shall be made available to the Administrative Agent by the Lenders in like funds by (i) transferring the amounts so made available by wire transfer to the Borrowers’ Disbursement Account or (ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice relevant Lender from a Lender prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made branch or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in affiliate identified as its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, on such date a corresponding amount. If and to the extent such Lender shall not have so made such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, until the date such amount is repaid to the Administrative Agent, Applicable Lending Office.
(xb) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and (y) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amount. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower and the Borrowers shall immediately pay such corresponding amount to the Administrative Agent. The failure of any Lender to fund its portion of make any Advance Loan to be made by it on the Borrowing Date therefor shall not relieve any other Lender of its obligation, if any, hereunder obligation to fund make its respective portion of the Advance Loan or Loans on the date of such borrowingdate, but no neither any Lender nor the Administrative Agent shall be responsible for any such the failure of any other Lender to make a Loan to be made by such other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement.
(c) The Administrative Agent may, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender but shall not (i) have the right to vote regarding be required to, advance on behalf of any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, Lender the amount of such Lender’s Loans to be made on a Borrowing Date, unless such Lender shall have notified the Revolving Loan Commitments or LoansAdministrative Agent prior to such Borrowing Date that it does not intend to make such Loans on such date. If the Administrative Agent makes any such advance, as applicablethe Administrative Agent shall be entitled to recover the amount so advanced on demand from the Lender on whose behalf such advance was made and, held if such Lender does not pay the Administrative Agent the amount of such advance on demand, the Borrower agrees promptly to repay such amount to the Administrative Agent. Until such amount is repaid to the Administrative Agent by such Lender or the Borrower, such advance shall not be counted as outstanding deemed for all purposes of determining “Majority Lenders” hereunder, and (ii) to be a Loan made on such Borrowing Date by the Administrative Agent. The Administrative Agent shall be entitled to receive any payments of principalrecover from the Lender or the Borrower, as the case may be, interest or fees on the amount advanced by it for each day from the Borrowers or Borrowing Date therefor until repaid to the Administrative Agent (or Agent, at a rate per annum equal to the other Lenders) in respect Federal Funds Rate until the third Business Day after the date of its Loansthe advance and, thereafter, at the rate per annum equal to the relevant rate on Loans made on the relevant Borrowing Date.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance the making of a Revolving Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to EnergySolutions’ instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the Borrowers’ Disbursement Account or account of EnergySolutions maintained with the Administrative Agent; provided, however, that the Administrative Agent shall first make the applicable portion of such funds equal to the aggregate principal amount of any Letter of Credit Loans made by the Revolving Issuing Bank and by any other Revolving Lender and outstanding on the date of such Revolving Loan, plus interest accrued and unpaid thereon to and as of such date, available to the Revolving Issuing Bank and such other Revolving Lender for repayment of such Letter of Credit Loans.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower EnergySolutions and the Borrowers EnergySolutions shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when EnergySolutions is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails fails, refuses, or refuses has given notice to the Administrative Agent and/or EnergySolutions that it refuses, to fund its portion of an Advance a Loan or, in violation of this Agreementaccordance with Section 2.2(f)(ii) or 2A.1(a)(ii) below, a disbursed amount (a “Defaulting Lender”), then, until such time as such Defaulting Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Defaulting Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount ’s Unused Revolving Commitment and interest in any Loans or Revolving Letters of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Credit shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and hereunder or (ii) be entitled to receive any payments of (A) principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) EnergySolutions in respect of its unfunded portion of Loans, (B) any commitment fee in respect of its Revolving Commitment or (C) any portion of Revolving Letter of Credit fees or interests or amounts in respect of any Letter of Credit Loans. In addition to the foregoing, and notwithstanding Section 2.1(d), if any Lender shall become a Defaulting Lender, the Revolving Letter of Credit Commitment shall be reduced by an amount equal to such Defaulting Lender’s Pro Rata Share of the Revolving Letter of Credit Commitment unless and until arrangements reasonably satisfactory to the Revolving Issuing Bank have been entered into (the Revolving Issuing Bank having made a good faith effort to enter into such arrangements) to eliminate the Revolving Issuing Bank’s risk with respect to the Defaulting Lender’s Pro Rata Share of the Revolving Letter of Credit Commitment, including cash collateralizing the Revolving Issuing Bank’s Revolving Letter of Credit Commitment with respect to such Defaulting Lender’s Pro Rata Share. The provisions of this Section 2.2(e)(iv) are not in lieu of any other claim EnergySolutions may have against such Defaulting Lender.
Appears in 1 contract
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 44 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders or the Tranche C Lenders, as the case may be, in like immediately available funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account or Borrower's instructions, (iiB) in the case of an Advance representing the proceeds reimbursement of which are to reimburse an the Issuing Bank pursuant to Section 2.15for a draw under a Letter of Credit, transferring such amounts amount to such the Issuing Bank, or (C) in the absence of such instructions referred to in clause (A) above and so long as the provisions of clause (B) above do not apply to the requested Advance, crediting the amounts so made available to the account of the Borrower maintained with the Administrative Agent. In the case of any Advance of the Tranche C Loans, notwithstanding any contrary instruction by the Borrower, the Administrative Agent shall transfer a portion of such Advance in an amount of not less than the amount necessary to pay interest on such Advance during the Tranche C Pre-Fund Period to the Tranche C Pre-Funded Interest Account.
(ii) Unless the Administrative Agent shall have received notice from a Lender Lender, prior to 1:00 p.m. (Atlanta, Georgia time) on the date of any Advance that such Lender will not make available to the Administrative Agent such Lender’s 's ratable portion of such Advance, the Administrative Agent may assume that such Lender Lender, has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower on such date a corresponding amount. If and to the extent such a Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender Lender, 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, Borrower until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, and Rate.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s 's portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s 's demand therefor, the Administrative Agent shall notify the Administrative Borrower Borrower, and the Borrowers Borrower shall immediately promptly pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when the Borrower is not in Default, a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this AgreementAdvance, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right (A) to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments Commitment and Term Loans, as applicable, or Senior Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “"Majority Lenders” " hereunder, and (iiB) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) Borrower in respect of its Loansunfunded portion of Advances. Notwithstanding the foregoing, within sixty (60) days of the failure by any Lender to fund its portion of an Advance, so long as no Default or Event of Default then exists, the Borrower may, in its discretion, provide a replacement lender or lenders for such non-funding Lender, which replacement lender or lenders will be subject to the approval of the Arrangers, which shall not be unreasonably withheld, and the Administrative Agent, such Lender and the Borrower shall take all necessary actions to transfer the rights, duties and obligations of such non-funding Lender to such replacement lender or lenders within such sixty (60) day period (including, without limitation, the payment in full of all Senior Obligations hereunder due to the non-funding Lender being replaced).
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Disbursement. (i) Prior to 4:00 2:00 p.m. (Atlanta, Georgia time) New York City time on the date of an Advance hereunder, the Administrative Agent shall, subject to the satisfaction of the conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to the Borrowers’ Disbursement Account relevant Borrower’s instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the account of the relevant Borrower maintained with the Administrative Agent.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender having an applicable Commitment prior to 1:00 12:00 p.m. (Atlanta, Georgia time) New York City time on the date of any Advance that such Lender will not make available to the Administrative Agent such LenderXxxxxx’s ratable portion of such Advance, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower on such date a corresponding amount. If and to the extent such an applicable Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, requesting Borrower until the date such amount is repaid to the Administrative Agent, (x) for at the first two (2) Business Days, at greater of the Federal Funds Rate for such Business Daysand a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing.
(yiii) thereafter, at the Base Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefortherefor and the Administrative Agent has made such corresponding amount available to the relevant Borrower, the Administrative Agent shall notify the Administrative Borrower relevant Borrower, and the Borrowers relevant Borrower shall immediately pay such corresponding amount to the Administrative Agent, with interest at (A) the Federal Funds Rate in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Administrative Agent in respect of such amount in the case of Advances denominated in Alternative Currencies, in each case from the date the Administrative Agent made such amount available to the relevant Borrower. The relevant Borrower shall not be obligated to pay, and such amount shall not accrue, any interest or fees on such amount other than as provided in the immediately preceding sentence. The failure of any Lender to fund its portion of any Advance shall not relieve any other Lender of its obligation, if any, hereunder to fund its respective portion of the Advance on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. In the event that a Lender for any reason fails or refuses to fund its portion of an Advance in violation of this Agreement, then, until such time as such Lender has funded its portion of such Advance, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such Advance, such non-funding Lender shall not (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document and, with respect to any such Lender, the amount of the Revolving Loan Commitments or Loans, as applicable, held by such Lender shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and (ii) be entitled to receive any payments of principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) in respect of its Loans.
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Samples: Multicurrency Revolving Credit Agreement (American Tower Corp /Ma/)
Disbursement. (i) Prior to 4:00 3:00 p.m. (Atlanta, Georgia New York time) on the date of an Advance the making of a Revolving Loan hereunder, the Administrative Agent shall, subject to the satisfaction of the any applicable conditions set forth in Article 43 hereof, disburse the amounts made available to the Administrative Agent it by the Lenders in like funds by (iA) transferring the amounts so made available by wire transfer pursuant to EnergySolutions’ instructions, or (B) in the absence of such instructions, crediting the amounts so made available to the Borrowers’ Disbursement Account or account of EnergySolutions maintained with the Administrative Agent; provided, however, that the Administrative Agent shall first make the applicable portion of such funds equal to the aggregate principal amount of any Letter of Credit Loans made by the Revolving Issuing Bank and by any other Revolving Lender and outstanding on the date of such Revolving Loan, plus interest accrued and unpaid thereon to and as of such date, available to the Revolving Issuing Bank and such other Revolving Lender for repayment of such Letter of Credit Loans.
(ii) in the case of an Advance the proceeds of which are to reimburse an Issuing Bank pursuant to Section 2.15, transferring such amounts to such Issuing Bank. Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 2:30 p.m. (Atlanta, Georgia New York time) on the date of any Advance Loan that such Lender will not make available to the Administrative Agent such Lender’s ratable portion of such AdvanceLoan, the Administrative Agent may assume that such Lender has made or will make such portion available to the Administrative Agent on the date of such Advance Loan and the Administrative Agent may, may in its sole discretion and in reliance upon such assumption, make available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions on such date a corresponding amount. If and to the extent such the Lender shall does not have so made make such ratable portion available to the Administrative Agent, such Lender 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 made available to the Borrowers or the appropriate Issuing Bank, as applicable, EnergySolutions until the date such amount is repaid to the Administrative Agent, (x) for the first two (2) Business Days, at the Federal Funds Rate for such Business Days, the first three (3) days and (y) thereafter, thereafter at the Base Rate. Federal Funds Rate plus one percent (1%).
(iii) If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender’s portion of the applicable Advance Loan for purposes of this Agreement and if both such Lender and the Borrowers shall pay and repay such corresponding amount, the Administrative Agent shall promptly relend to the Borrowers such corresponding amountAgreement. If such Lender does not repay such corresponding amount immediately upon the Administrative Agent’s demand therefor, the Administrative Agent shall notify the Administrative Borrower EnergySolutions and the Borrowers EnergySolutions shall immediately pay such corresponding amount to the Administrative Agent, together with interest thereon. The failure of any Lender to fund its portion of any Advance Loan shall not relieve any other Lender of its obligation, if any, obligation hereunder to fund its respective portion of the Advance Loan on the date of such borrowing, but no Lender shall be responsible for any such failure of any other Lender. .
(iv) In the event that that, at any time when EnergySolutions is not in Default and has satisfied all applicable conditions set forth in Article 3 hereof, a Lender for any reason fails fails, refuses, or refuses has given notice to the Administrative Agent and/or EnergySolutions that it refuses, to fund its portion of an Advance a Loan or, in violation of this Agreementaccordance with Section 2.2(f)(ii) below, a disbursed amount (a “Defaulting Lender”), then, until such time as such Defaulting Lender has funded its portion of such AdvanceLoan, or all other Lenders have received payment in full (whether by repayment or prepayment) of the principal and interest due in respect of such AdvanceLoan, such non-funding Defaulting Lender shall not have the right (i) have the right to vote regarding any issue on which voting is required or advisable under this Agreement or any other Loan Document andDocument, with respect to any and such Lender, the amount ’s Unused Revolving Commitment and interest in any Loans or Revolving Letters of the Revolving Loan Commitments or Loans, as applicable, held by such Lender Credit shall not be counted as outstanding for purposes of determining “Majority Lenders” hereunder, and hereunder or (ii) be entitled to receive any payments of (A) principal, interest or fees from the Borrowers or the Administrative Agent (or the other Lenders) EnergySolutions in respect of its unfunded portion of Loans, (B) any commitment fee in respect of its Revolving Commitment or (C) any portion of Revolving Letter of Credit fees or interests or amounts in respect of any Letter of Credit Loans. In addition to the foregoing, and notwithstanding Section 2.1(d), if any Lender shall become a Defaulting Lender, the Revolving Letter of Credit Commitment shall be reduced by an amount equal to such Defaulting Lender’s Pro Rata Share of the Revolving Letter of Credit Commitment unless and until arrangements reasonably satisfactory to the Revolving Issuing Bank have been entered into (the Revolving Issuing Bank having made a good faith effort to enter into such arrangements) to eliminate the Revolving Issuing Bank’s risk with respect to the Defaulting Lender’s Pro Rata Share of the Revolving Letter of Credit Commitment, including cash collateralizing the Revolving Issuing Bank’s Revolving Letter of Credit Commitment with respect to such Defaulting Lender’s Pro Rata Share. The provisions of this Section 2.2(e)(iv) are not in lieu of any other claim EnergySolutions may have against such Defaulting Lender.
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