Domestic Swing Line Loans. Each Swing Line Borrowing of a Domestic Swing Line Loan shall be made upon the Company’s notice to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the Company.
Appears in 4 contracts
Samples: Credit Agreement (Mohawk Industries Inc), Credit Agreement (Mohawk Industries Inc), Credit Agreement (Mohawk Industries Inc)
Domestic Swing Line Loans. Each Subject to the terms and conditions set forth herein, each Domestic Swing Line Borrowing Lender, in reliance upon the agreements of the other Domestic Lenders set forth in this Section 2.04, agrees to make loans (each such loan, a “Domestic Swing Line Loan”) to Ryder in Dollars from time to time on any Business Day during the Domestic Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Domestic Swing Line Sublimit; provided, that, (A) after giving effect to any Domestic Swing Line Loan, (1) the Total Domestic Outstandings shall not exceed the Aggregate Domestic Commitments, (2) the Domestic Revolving Credit Exposure of any Domestic Lender shall not exceed such Domestic Lender’s Domestic Commitment, and (3) the aggregate amount of the outstanding Domestic Swing Line Loans issued by any Domestic Swing Line Lender shall not exceed such Domestic Swing Line Lender’s Domestic Swing Line Commitment, (B) Ryder shall not use the proceeds of any Domestic Swing Line Loan to refinance any outstanding Domestic Swing Line Loan, and (C) no Domestic Swing Line Lender shall be under any obligation to make any Domestic Swing Line Loan if it shall determine (which determination shall be conclusive and binding absent manifest error) that it has, or by such Credit Extension will have, Fronting Exposure. Within the foregoing limits, and subject to the other terms and conditions hereof, Xxxxx may borrow Domestic Swing Line Loans under this Section 2.04(a)(i), prepay Domestic Swing Line Loans pursuant to Section 2.05, and reborrow Domestic Swing Line Loans under this Section 2.04(a)(i). Immediately upon the making of a Domestic Swing Line Loan Loan, each Domestic Lender shall be made upon deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Company’s notice to the applicable Domestic Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or risk participation in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso an amount equal to the first sentence product of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make Domestic Lender’s Applicable Percentage times the amount of its such Domestic Swing Line Loan available to the CompanyLoan.
Appears in 2 contracts
Samples: Global Revolving Credit Agreement (Ryder System Inc), Global Revolving Credit Agreement (Ryder System Inc)
Domestic Swing Line Loans. Each Swing Line Borrowing of a Domestic Swing Line Loan shall be made upon the Company’s notice to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone(A) telephone or (B) by a Swing Line Loan Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. 12:00 noon on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $1,000,000 or a whole multiple of $100,000 in excess thereof and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 1:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 5:00 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.
Appears in 2 contracts
Samples: Credit Agreement (COMMERCIAL METALS Co), Credit Agreement (COMMERCIAL METALS Co)
Domestic Swing Line Loans. Each Swing Line Borrowing of a Domestic Swing Line Loan shall be made upon the Company’s notice to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone(A) telephone or (B) by a Swing Line Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. 12:00 noon on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $1,000,000 or a whole multiple of $100,000 in excess thereof and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 1:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender willmay, not later than 5:00 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.
Appears in 1 contract
Domestic Swing Line Loans. Each Swing Line Borrowing of a Domestic Swing Line Loan shall be made upon the Company’s notice to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone(A) telephone or (B) by a Swing Line Notice; provided that any telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a Swing Line Loan Notice. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. 12:00 noon on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $1,000,000 or a whole multiple of $100,000 in excess 49 thereof and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 1:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.
Appears in 1 contract
Domestic Swing Line Loans. Each Subject to the terms and conditions set forth herein, the Domestic Swing Line Borrowing Lender agrees, in reliance upon the agreements of the Lenders set forth in this Section 2.04, to make loans (each such loan, a “Domestic Swing Line Loan”) to the Borrowers in US Dollars or, if an Alternative Currency is not available for Borrowings of Revolving Loans but is available for Borrowings of Domestic Swing Line Loans, such Alternative Currency, from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Domestic Swing Line Sublimit, notwithstanding the fact that such Domestic Swing Line Loans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Loans, Swing Line Loans and L/C Obligations of the Lender acting as Domestic Swing Line Lender, may exceed the amount of such Lender’s Revolving Commitment; provided, however, that after giving effect to any Domestic Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Commitment; and provided, further, that (i) the Borrowers shall not use the proceeds of any Domestic Swing Line Loan to refinance any outstanding Domestic Swing Line Loan; and (ii) the availability of the Aggregate Revolving Commitments at any time shall be reduced by the amount of the Foreign Swing Line Facility Reserve. Notwithstanding anything herein to the contrary, the Domestic Swing Line Lender shall not be under any obligation to make any Domestic Swing Line Loan if any Lender is at that time a Defaulting Lender, unless the Domestic Swing Line Lender has entered into arrangements, including the delivery of Cash Collateral, satisfactory to the Domestic Swing Line Lender (in its sole discretion) with the Borrower or such Defaulting Lender to eliminate the Domestic Swing Line Lender’s actual or potential Fronting Exposure (after giving effect to Section 2.19(a)(iv)) with respect to the Defaulting Lender arising from the Domestic Swing Line Loan then proposed to be made and all other Domestic Swing Line Loans as to which the Domestic Swing Line Lender has actual or potential Fronting Exposure, as it may elect in its sole discretion. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.04, prepay under Section 2.08, and reborrow under this Section 2.04. Domestic Swing Line Loans denominated in US Dollars shall be Base Rate Loans. Domestic Swing Line Loans denominated in Alternative Currencies shall be Eurocurrency Rate Loans. Immediately upon the making of a Domestic Swing Line Loan by the Domestic Swing Line Lender, each Lender shall be made upon deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Company’s notice to the Domestic Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or risk participation in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso an amount equal to the first sentence product of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make Lender’s Applicable Percentage times the amount of its such Domestic Swing Line Loan available to the CompanyLoan.
Appears in 1 contract
Samples: Credit Agreement (Brightpoint Inc)
Domestic Swing Line Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), the Domestic Swing Line Lender agrees to make to Interface, from time to time prior to the Maturity Date, Domestic Swing Line Loans; provided, however, that, based upon the Dollar Equivalent of all outstanding Extensions of Credit, in no event may the aggregate principal amount of all outstanding Domestic Swing Line Loans exceed (after giving effect to any amount requested) the lesser of (a) the Borrowing Limit minus the sum of (i) all outstanding Domestic Syndicated Loans, (ii) all outstanding Aggregate Domestic L/C Outstandings, (iii) all outstanding Multicurrency Syndicated Loans and (iv) all outstanding Aggregate Multicurrency L/C Outstandings and (b) the Domestic Swing Line Commitment. Interface shall be entitled to repay and reborrow Domestic Swing Line Loans in accordance with the provisions, and subject to the limitations, set forth herein (including the limitation set forth in Section 2.01).
(b) Each Domestic Swing Line Loan shall be made as a Base Rate Advance. The aggregate principal amount of each Domestic Swing Line Advance shall be not less than $250,000 or a greater integral multiple of $50,000.
(c) Whenever Interface desires to make a Domestic Swing Line Advance, it shall give the Domestic Swing Line Lender (with a copy to the Domestic Agent) prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Swing Line Advance (each a "Domestic Swing Line Borrowing Notice") prior to 10:00 a.m. (Eastern time) on the date of such Domestic Swing Line Advance. Each Domestic Swing Line Borrowing Notice shall specify the aggregate principal amount of the Domestic Swing Line Advance and the date of such Domestic Swing Line Advance (which shall be a Business Day). No later than 2:00 p.m. (Eastern time) on the proposed borrowing date, the Domestic Swing Line Lender shall make the principal amount of the Domestic Swing Line Loan available to the Domestic Agent in immediately available funds at the Payment Office of the Domestic Agent, and the Domestic Agent will make available to Interface such amount by crediting such amount to Interface's demand deposit account maintained with the Domestic Agent.
(d) Interface's obligations to pay the principal of, and interest on, the Domestic Swing Line Loans shall be evidenced by the records of the Domestic Agent and the Domestic Swing Line Lender and by the Domestic Swing Line Note payable to the Domestic Swing Line Lender (or the assignor of such Domestic Swing Line Lender) completed in conformity with this Agreement.
(e) Domestic Swing Line Loans shall be refunded by the Lenders on demand by the Domestic Swing Line Lender. Such refundings shall be made by the Lenders in accordance with their respective Pro Rata Share and shall thereafter be reflected as Domestic Syndicated Loans of the Lenders on the books and records of the Domestic Agent. Each Lender shall fund its respective Pro Rata Share of Domestic Syndicated Loans as required to repay Domestic Swing Line Loans outstanding to the Domestic Swing Line Lender upon demand by the Domestic Swing Line Lender but in no event later than 2:00 p.m. (Eastern time) on the next succeeding Business Day after such demand is made. No Lender's obligation to fund its respective Pro Rata Share of a Domestic Swing Line Loan shall be made upon the Company’s notice affected by any other Lender's failure to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent fund its Pro Rata Share of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the Company.Domestic
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Domestic Swing Line Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 3.01), the Domestic Swing Line Lender agrees to make to Interface, from time to time prior to the Revolver/Multicurrency Maturity Date, Domestic Swing Line Loans in an aggregate principal amount outstanding at any time not to exceed the Domestic Swing Line Commitment then in effect. Interface shall be entitled to repay and reborrow Domestic Swing Line Loans in accordance with the provisions, and subject to the limitations, set forth herein (including the limitation set forth in Section 3.01).
(b) Each Domestic Swing Line Loan shall, at the option of Interface, be made as a Base Rate Advance or Domestic Transaction Rate Advance. The aggregate principal amount of each Domestic Swing Line Borrowing shall be not less than $250,000 or a greater integral multiple of $1,000. At no time shall the number of Domestic Swing Line Borrowings outstanding under this Section 3.05 exceed three; provided that, for purposes of determining the number of Domestic Swing Line Borrowings outstanding, all Domestic Swing Line Borrowings consisting of Base Rate Advances shall be considered as one Domestic Swing Line Borrowing.
(c) Whenever Interface desires to make a Domestic Swing Line Loan Borrowing, it shall be made upon give the Company’s notice to the Domestic Swing Line Lender and (with a copy to the Administrative Agent Domestic Agent) prior written notice (at or telephonic notice promptly confirmed in writing) of such Domestic Swing Line Borrowing (each a "Domestic Swing Line Borrowing Notice") prior to 10:00 a.m. (Eastern time) on the Administrative Agent’s Office with respect to Dollars), which may be given by telephonedate of such Domestic Swing Line Borrowing. Each such notice must be received by the Domestic Swing Line Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and Borrowing Notice shall specify the aggregate principal amount of the Domestic Swing Line Borrowing, the date of such Domestic Swing Line Borrowing (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day), whether a Domestic Transaction Rate Quote is being requested and, if so, the Interest Period to be applicable thereto. Each If Interface requests a Domestic Transaction Rate Quote as aforesaid, then prior to 12:00 noon (Eastern time) on such telephonic notice must be confirmed promptly by delivery date, the Domestic Swing Line Lender shall furnish Interface (with a copy to the Domestic Agent) with a quotation of the interest rate being offered with respect to such Domestic Swing Line Borrowing (whether expressed as a fixed rate of interest in effect for the Interest Period applicable thereto or as a floating rate of interest based on a specified interest rate index and applicable margin for the Interest Period to be applicable thereto; in either case, a "Domestic Transaction Rate Quote") by telephone (promptly confirmed in writing) or by facsimile transmission. Interface shall immediately inform the Domestic Swing Line Lender (with a copy to the Domestic Agent) of its decision as to whether to accept the Domestic Transaction Rate Quote and to confirm the Domestic Swing Line Borrowing (which may be done by telephone, promptly confirmed in writing, and which decision shall be irrevocable). If Interface has - 39 - so informed the Domestic Swing Line Lender and confirmed the Administrative Agent terms of a written the Domestic Swing Line Loan NoticeBorrowing, appropriately completed and signed by a Responsible Officer of then no later than 2:00 p.m. (Eastern time) on such date, the Company. Promptly after receipt by the Domestic Swing Line Lender of any telephonic Swing Line Loan Notice, shall make the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) principal amount of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the CompanyDomestic Agent in immediately available funds at the Payment Office of the Domestic Agent, and the Domestic Agent will make available to Interface such amount by crediting such amount to Interface's demand deposit account maintained with the Domestic Agent. In the event that the Domestic Swing Line Lender does not make such amount available to the Domestic Agent at the time prescribed above, but such amount is received later that day, such amount may be credited to Interface in the manner described in the preceding sentence on the next Business Day (with interest on such amount to begin accruing hereunder on such next Business Day).
(d) Interface's obligations to pay the principal of, and interest on, the Domestic Swing Line Loans shall be evidenced by the records of the Domestic Agent and the Domestic Swing Line Lender and by the Domestic Swing Line Note payable to the Domestic Swing Line Lender (or the assignor of such Domestic Swing Line Lender) completed in conformity with this Agreement.
(e) The outstanding principal amount under each Domestic Swing Line Loan shall be due and payable in full (i) on the expiration of the Interest Period applicable to such Domestic Swing Line Loan if outstanding as a Domestic Transaction Rate Advance, and (ii) on the Revolver/Multicurrency Maturity Date.
(f) At any time on the request of the Domestic Swing Line Lender, each Domestic Syndicated Lender other than the Domestic Swing Line Lender shall purchase a participating interest in all outstanding Domestic Swing Line Loans in an amount equal to its Pro Rata Share (based upon on its respective Domestic Syndicated Loan Commitment) of such Domestic Swing Line Loans, and the Domestic Swing Line Lender shall furnish each Domestic Syndicated Lender with a certificate evidencing such participating interest. Such purchase shall be made on the third Business Day after such request is made; provided, however, that unless an Event of Default has occurred and is continuing on the date such request is made, the purchase of a participating interest in any Domestic Swing Line Loan outstanding as a Domestic Transaction Rate Advance shall not be required to be made until the expiration of the current Interest Period in effect for such Domestic Swing Line Loan. On the date of such required purchase, each Domestic Syndicated Lender will immediately transfer to the Domestic Swing Line Lender, in immediately available funds, the amount of its participation. Whenever, at any time after the Domestic Swing Line Lender has received from any such Domestic Syndicated Lender the funds for its participating interest in a Domestic Swing Line Loan, the Domestic Agent receives any payment on account thereof, the Domestic Agent will distribute to such Domestic Syndicated Lender its participating interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Domestic Syndicated Lender's participating interest was outstanding and funded); provided, however, that if such payment received by the Domestic Agent is required to be returned, such Domestic Syndicated Lender will return to the Domestic Agent any portion thereof previously distributed by the Domestic Agent to it. Each Domestic Syndicated Lender's obligation to purchase such participating interests shall be absolute and unconditional and shall not be affected by any circumstance, including without limitation (i) any setoff, counterclaim, recoupment, defense or other right that - 40 - such Domestic Syndicated Lender or any other Person may have against the Domestic Swing Line Lender requesting such purchase or any other Person for any reason whatsoever, (ii) the occurrence or continuation of a Default or an Event of Default or the termination of any of the Commitments, (iii) any adverse change in the condition (financial or otherwise) of Interface, any of its Consolidated Subsidiaries, or any other Person, (iv) any breach of this Agreement by Interface, any other Borrower, or any other Lender, or (v) any other circumstance, happening or event whatsoever, whether or not similar to any of the foregoing; provided, however, that no such obligation shall exist (A) to the extent that the aggregate Domestic Swing Line Loans were advanced in excess of the Domestic Swing Line Commitment then in effect, or (B) with respect to any Domestic Swing Line Loan where the Domestic Swing Line Lender actually advanced to Interface net proceeds from the Domestic Swing Line Loan (and therefore was not refunding a previous Domestic Swing Line Loan) at a time when (x) the Domestic Swing Line Lender had actual knowledge that an Event of Default had occurred and then existed, and (y) the Required Lenders had not agreed to waive such Event of Default for purposes of funding such Domestic Swing Line Loan.
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Domestic Swing Line Loans. Each Swing Line Borrowing of a Domestic Swing Line Loan shall be made upon the Company’s notice to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 1:00 p.m. on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 2:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the Company.
Appears in 1 contract
Domestic Swing Line Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), the Domestic Swing Line Lender agrees to make to Interface, from time to time prior to the Maturity Date, Domestic Swing Line Loans in an aggregate principal amount outstanding at any time not to exceed the Domestic Swing Line Commitment then in effect. Interface shall be entitled to repay and reborrow Domestic Swing Line Loans in accordance with the provisions, and subject to the limitations, set forth herein (including the limitation set forth in Section 2.01).
(b) Each Domestic Swing Line Loan shall, at the option of Interface, be made as a Base Rate Advance or Domestic Transaction Rate Advance. The aggregate principal amount of each Domestic Swing Line Borrowing shall be not less than $250,000 or a greater integral multiple of $1,000. At no time shall the number of Domestic Swing Line Borrowings outstanding under this Section 2.05 exceed three; PROVIDED THAT, for purposes of determining the number of Domestic Swing Line Borrowings outstanding, all Domestic Swing Line Borrowings consisting of Base Rate Advances shall be considered as one Domestic Swing Line Borrowing.
(c) Whenever Interface desires to make a Domestic Swing Line Loan Borrowing, it shall be made upon give the Company’s notice to the Domestic Swing Line Lender and (with a copy to the Administrative Agent Domestic Agent) prior written notice (at or telephonic notice promptly confirmed in writing) of such Domestic Swing Line Borrowing (each a "Domestic Swing Line Borrowing Notice") prior to 10:00 a.m. (Eastern time) on the Administrative Agent’s Office with respect to Dollars), which may be given by telephonedate of such Domestic Swing Line Borrowing. Each such notice must be received by the Domestic Swing Line Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and Borrowing Notice shall specify the aggregate principal amount of the Domestic Swing Line Borrowing, the date of such Domestic Swing Line Borrowing (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day), whether a Domestic Transaction Rate Quote is being requested and, if so, the Interest Period to be applicable thereto. Each If Interface requests a Domestic Transaction Rate Quote as aforesaid, then prior to 12:00 noon (Eastern time) on such telephonic notice must be confirmed promptly by delivery date, the Domestic Swing Line Lender shall furnish Interface (with a copy to the Domestic Agent) with a quotation of the interest rate being offered with respect to such Domestic Swing Line Borrowing (whether expressed as a fixed rate of interest in effect for the Interest Period applicable thereto or as a floating rate of interest based on a specified interest rate index and applicable margin for the Interest Period to be applicable thereto; in either case, a "Domestic Transaction Rate Quote") by telephone (promptly confirmed in writing) or by facsimile transmission. Interface shall immediately inform the Domestic Swing Line Lender (with a copy to the Domestic Agent) of its decision as to whether to accept the Domestic Transaction Rate Quote and to confirm the Domestic Swing Line Borrowing (which may be done by telephone, promptly confirmed in writing, and which decision shall be irrevocable). If Interface has so informed the Domestic Swing Line Lender and confirmed the Administrative Agent terms of a written the Domestic Swing Line Loan NoticeBorrowing, appropriately completed and signed by a Responsible Officer of then no later than 2:00 p.m. (Eastern time) on such date, the Company. Promptly after receipt by the Domestic Swing Line Lender of any telephonic Swing Line Loan Notice, shall make the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) principal amount of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the CompanyDomestic Agent in immediately available funds at the Payment Office of the Domestic Agent, and the Domestic Agent will make available to Interface such amount by crediting such amount to Interface's demand deposit account maintained with the Domestic Agent. In the event that the Domestic Swing Line Lender does not make such amount available to the Domestic Agent at the time prescribed above, but such amount is received later that day, such amount may be credited to Interface in the manner described in the preceding sentence on the next Business Day (with interest on such amount to begin accruing hereunder on such next Business Day).
(d) Interface's obligations to pay the principal of, and interest on, the Domestic Swing Line Loans shall be evidenced by the records of the Domestic Agent and the Domestic Swing Line Lender and by the Domestic Swing Line Note payable to the Domestic Swing Line Lender (or the assignor of such Domestic Swing Line Lender) completed in conformity with this Agreement.
(e) The outstanding principal amount under each Domestic Swing Line Loan shall be due and payable in full (i) on the expiration of the Interest Period applicable to such Domestic Swing Line Loan if outstanding as a Domestic Transaction Rate Advance, and (ii) on the Maturity Date.
(f) At any time on the request of the Domestic Swing Line Lender, each Domestic Syndicated Lender other than the Domestic Swing Line Lender shall purchase a participating interest in all outstanding Domestic Swing Line Loans in an amount equal to its Pro Rata Share (based upon on its respective Domestic Syndicated Loan Commitment) of such Domestic Swing Line Loans, and the Domestic Swing Line Lender shall furnish each Domestic Syndicated Lender with a certificate evidencing such participating interest. Such purchase shall be made on the third Business Day after such request is made; PROVIDED, HOWEVER, that unless an Event of Default has occurred and is continuing on the date such request is made, the purchase of a participating interest in any Domestic Swing Line Loan outstanding as a Domestic Transaction Rate Advance shall not be required to be made until the expiration of the current Interest Period in effect for such Domestic Swing Line Loan. On the date of such required purchase, each Domestic Syndicated Lender will immediately transfer to the Domestic Swing Line Lender, in immediately available funds, the amount of its participation. Whenever, at any time after the Domestic Swing Line Lender has received from any such Domestic Syndicated Lender the funds for its participating interest in a Domestic Swing Line Loan, the Domestic Agent receives any payment on account thereof, the Domestic Agent will distribute to such Domestic Syndicated Lender its participating interest in such amount (appropriately adjusted, in the case of interest payments, to reflect the period of time during which such Domestic Syndicated Lender's participating interest was outstanding and funded); PROVIDED, HOWEVER, that if such payment received by the Domestic Agent is required to be returned, such Domestic Syndicated Lender will return to the Domestic Agent any portion thereof previously distributed by the Domestic Agent to it. Each Domestic Syndicated Lender's obligation to purchase such participating interests shall be absolute and unconditional and shall not be affected by any circumstance, including without limitation (i) any setoff, counterclaim, recoupment, defense or other right that such Domestic Syndicated Lender or any other Person may have against the Domestic Swing Line Lender requesting such purchase or any other Person for any reason whatsoever, (ii) the occurrence or continuation of a Default or an Event of Default or the termination of any of the Commitments, (iii) any adverse change in the condition (financial or otherwise) of Interface, any of its Consolidated Subsidiaries, or any other Person, (iv) any breach of this Agreement by Interface, any other Borrower, or any other Lender, or (v) any other circumstance, happening or event whatsoever, whether or not similar to any of the foregoing; PROVIDED, HOWEVER, that no such obligation shall exist (A) to the extent that the aggregate Domestic Swing Line Loans were advanced in excess of the Domestic Swing Line Commitment then in effect, or (B) with respect to any Domestic Swing Line Loan where the Domestic Swing Line Lender actually advanced to Interface net proceeds from the Domestic Swing Line Loan (and therefore was not refunding a previous Domestic Swing Line Loan) at a time when (x) the Domestic Swing Line Lender had actual knowledge that an Event of Default had occurred and then existed, and (y) the Required Lenders had not agreed to waive such Event of Default for purposes of funding such Domestic Swing Line Loan.
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Domestic Swing Line Loans. Each Swing Line Borrowing of a Domestic Swing Line Loan shall be made upon the Company’s notice to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 1:00 p.m. on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Revolving Credit Lender) prior to 4:00 2:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 3:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the Company.
Appears in 1 contract
Domestic Swing Line Loans. Each Swing Line Borrowing of a Domestic Swing Line Loan shall be made upon the Company’s notice to the Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. 12:00 noon on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $1,000,000 or a whole multiple of $100,000 in excess thereof and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 1:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso to the first sentence of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 2:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make the amount of its Domestic Swing Line Loan available to the CompanyCompany at its office by crediting the account of the Company on the books of the Swing Line Lender in Same Day Funds.
Appears in 1 contract
Domestic Swing Line Loans. Each Subject to the terms and conditions set forth herein, the Domestic Swing Line Borrowing Lender agrees, in reliance upon the agreements of the Revolving Lenders set forth in this Section 2.04, to make loans (each such loan, a “Domestic Swing Line Loan”) to the Borrowers in US Dollars or, if an Alternative Currency is not available for Borrowings of Revolving Loans but is available for Borrowings of Domestic Swing Line Loans, such Alternative Currency, from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Domestic Swing Line Sublimit, notwithstanding the fact that such Domestic Swing Line Loans, when aggregated with the Applicable Percentage of the Outstanding Amount of Revolving Loans, Swing Line Loans and L/C Obligations of the Lender acting as Domestic Swing Line Lender, may exceed the amount of such Lender’s Revolving Commitment; provided, however, that after giving effect to any Domestic Swing Line Loan, (i) the Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments, (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender’s Applicable Percentage of the Outstanding Amount of all L/C Obligations, plus such Lender’s Applicable Percentage of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Commitment, and (iii) the Total Revolving Outstandings of the Domestic Borrowers shall not exceed the Domestic Revolving Sublimit; and provided, further, that (i) the Borrowers shall not use the proceeds of any Domestic Swing Line Loan to refinance any outstanding Domestic Swing Line Loan; and (ii) the availability of the Aggregate Revolving Commitments at any time shall be reduced by the amount of the Foreign Swing Line Facility Reserve. Within the foregoing limits, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.04, prepay under Section 2.08, and reborrow under this Section 2.04. Domestic Swing Line Loans denominated in US Dollars shall be Base Rate Loans. Domestic Swing Line Loans denominated in Alternative Currencies shall be Eurocurrency Rate Loans. Immediately upon the making of a Domestic Swing Line Loan by the Domestic Swing Line Lender, each Revolving Lender shall be made upon deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Company’s notice to the Domestic Swing Line Lender and the Administrative Agent (at the Administrative Agent’s Office with respect to Dollars), which may be given by telephone. Each such notice must be received by the Swing Line Lender and the Administrative Agent not later than 3:00 p.m. on the requested borrowing date, and shall specify (A) the amount to be borrowed, which shall be a minimum of $100,000 and (B) the requested borrowing date, which shall be a Business Day. Each such telephonic notice must be confirmed promptly by delivery to the Swing Line Lender and the Administrative Agent of a written Swing Line Loan Notice, appropriately completed and signed by a Responsible Officer of the Company. Promptly after receipt by the Swing Line Lender of any telephonic Swing Line Loan Notice, the Swing Line Lender will confirm with the Administrative Agent (by telephone or risk participation in writing) that the Administrative Agent has also received such Swing Line Loan Notice and, if not, the Swing Line Lender will notify the Administrative Agent (by telephone or in writing) of the contents thereof. Unless the Swing Line Lender has received notice (by telephone or in writing) from the Administrative Agent (including at the request of any Lender) prior to 4:00 p.m. on the date of the proposed Swing Line Borrowing of Domestic Swing Line Loans (x) directing the Swing Line Lender not to make such Domestic Swing Line Loan as a result of the limitations set forth in the first proviso an amount equal to the first sentence product of Section 2.04(a), or (y) that one or more of the applicable conditions specified in Article IV is not then satisfied, then, subject to the terms and conditions hereof, the Swing Line Lender will, not later than 5:00 p.m. on the borrowing date specified in such Swing Line Loan Notice, make Lender’s Applicable Percentage times the amount of its such Domestic Swing Line Loan available to the CompanyLoan.
Appears in 1 contract
Samples: Credit Agreement (Brightpoint Inc)