Domestic Syndicated Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), each Lender severally agrees to make to the Borrower, from time to time prior to the Maturity Date, Domestic Syndicated Loans; provided, however, that, after giving effect to any amounts requested, in no event may the aggregate principal amount of all outstanding Domestic Syndicated Loans made by such Lender exceed (i) such Lender’s Domestic Syndicated Loan Commitment, minus (ii) such Lender’s Pro Rata Share of all outstanding Domestic Settlement Loans, minus (iii) such Lender’s Pro Rata Share of all Aggregate Domestic L/C Outstandings. The Borrower shall be entitled to repay and reborrow Domestic Syndicated 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 Syndicated Loan shall, at the option of the Borrower, be made or continued as, or converted into, part of one or more Borrowings that shall consist entirely of Base Rate Advances or Eurodollar Advances. The aggregate principal amount of each Borrowing of Domestic Syndicated Loans shall be not less than $2,000,000 or a greater integral multiple of $500,000, provided that each Borrowing of Domestic Syndicated Loans comprised of Base Rate Advances shall be not less than $1,000,000 or a greater integral multiple of $250,000, except to the extent otherwise provided with respect to Domestic Syndicated Loans made pursuant to Section 2.02(c)(ii). At no time shall the total number of Borrowings outstanding under this Section 2.02 exceed eight; provided that for purposes of determining the number of Borrowings outstanding and the minimum amount for Borrowings resulting from conversions or continuations, all Borrowings of Base Rate Advances under this Section 2.02 shall be considered as one Borrowing. (i) Whenever the Borrower desires to make a Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), it shall give the Domestic Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Syndicated Borrowing (each a “Domestic Syndicated Borrowing Notice”) prior to 11:00 a.m. (Eastern time) at its Payment Office (A) on the same Business Day as the requested date of such Domestic Syndicated Borrowing in the case of Base Rate Advances, and (B) three Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of Eurodollar Advances. Notices received after 11:00 a.m. (Eastern time) shall be deemed received on the next Business Day. Each Domestic Syndicated Borrowing Notice shall be irrevocable and shall specify the aggregate principal amount of the Domestic Syndicated Borrowing, the date of the Domestic Syndicated Borrowing (which shall be a Business Day), and whether the Domestic Syndicated Borrowing is to be made as a Base Rate Advance or Eurodollar Advance and, in the case of a Eurodollar Advance, the Interest Period to be applicable thereto. Upon the Domestic Agent’s receipt of a Domestic Syndicated Borrowing Notice, the Domestic Agent shall promptly notify each Lender of the contents thereof and of such Lender’s Pro Rata Share of such Borrowing, unless it is advanced as a Domestic Settlement Loan Borrowing. (ii) Whenever there occurs any request or demand for payment under any Domestic Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Domestic Agent and the Domestic L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Domestic L/C Issuer for the amount of such drawing with funds other than the proceeds of Domestic Syndicated Loans, (A) Interface shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (of which the Domestic Agent shall promptly notify the Lenders) and (B) each Lender shall, upon receipt of such notice from the Domestic Agent and on the same Business Day thereof, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing and such Lender’s Pro Rata Share, the proceeds of which shall be applied directly by the Domestic Agent to reimburse the Domestic L/C Issuer for the amount of such drawing (provided that, solely for purposes of such Domestic Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing). (d) No later than 1:00 p.m. (Eastern time) on the date of each Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), each Lender will make available its Pro Rata Share of the amount of such Domestic Syndicated Borrowing in immediately available funds at the Payment Office of the Domestic Agent. The Domestic Agent will make available to the Borrower the aggregate of the amounts (if any) so made available by the Lenders to the Domestic Agent in a timely manner by crediting such amounts to the Designated Account. If any Lender does not make such amount available to the Domestic Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to the Borrower 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). (i) Whenever the Borrower desires to convert all or a portion of an outstanding Domestic Syndicated Borrowing made to it as a Base Rate Advance or Eurodollar Advance into one or more Domestic Syndicated Borrowings consisting of an Advance of another Type, or to continue outstanding a Domestic Syndicated Borrowing made to it as a Eurodollar Advance for a new Interest Period, it shall give the Domestic Agent (1) at least three (3) Business Days’ prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Eurodollar Advance and (2) at least one (1) Business Day prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Base Rate Advance. Such notice (each a “Notice of Domestic Conversion/Continuation”) shall be given prior to 11:00 a.m. (Eastern time) on the date specified. Each such Notice of Domestic Conversion/Continuation shall be irrevocable and shall specify the aggregate principal amount of the Advance to be converted or continued, the date of such conversion or continuation, and the Interest Period to be applicable thereto. (ii) If, upon the expiration of any Interest Period in respect of any Domestic Syndicated Borrowing, the Borrower shall have failed, or pursuant to the following clause (iii) be unable, to deliver the Notice of Domestic Conversion/Continuation, Borrower shall be deemed to have elected to convert or continue such Domestic Syndicated Borrowing to a Domestic Syndicated Borrowing made as a Base Rate Advance. (iii) So long as any Default or Event of Default shall have occurred and be continuing, no Domestic Syndicated Borrowing may be converted into or continued as (upon expiration of the current Interest Period) a Eurodollar Advance. (iv) No conversion of any Domestic Syndicated Borrowing made as a Eurodollar Advance shall be permitted except on the last day of the Interest Period in respect thereof. (f) The Borrower’s obligations to pay the principal of, and interest on, the Domestic Syndicated Loans to each Lender shall be evidenced by the records of the Domestic Agent and such Lender and by the Domestic Syndicated Note payable to such Lender (or the assignor of such Lender) completed in conformity with this Agreement. (g) All outstanding principal amounts under the Domestic Syndicated Loans shall be due and payable in full on the Maturity Date.
Appears in 2 contracts
Samples: Credit Agreement (Interface Inc), Credit Agreement (Interface Inc)
Domestic Syndicated Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), each Domestic Syndicated Lender severally agrees to make to the BorrowerInterface, from time to time prior to the Maturity Date, Domestic Syndicated Loans; provided, however, that, after giving effect to any amounts requested, Loans in no event may the an aggregate principal amount of all outstanding Domestic Syndicated Loans made by such Lender at any time not to exceed an amount equal to (i) such Domestic Syndicated Lender’s 's Domestic Syndicated Loan Commitment, minus MINUS (ii) such Domestic Syndicated Lender’s Pro Rata Share of all outstanding Domestic Settlement Loans, minus (iii) such Lender’s Pro Rata Share of all Aggregate 's Domestic L/C OutstandingsExposure. The Borrower Interface shall be entitled to repay and reborrow Domestic Syndicated 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 Syndicated Loan shall, at the option of the BorrowerInterface, be made or continued as, or converted into, part of one or more Borrowings that shall consist entirely of Base Rate Advances or Eurodollar Advances. The aggregate principal amount of each Borrowing of Domestic Syndicated Loans shall be not less than $2,000,000 1,000,000 or a greater integral multiple of $500,000100,000, provided PROVIDED that each Borrowing of Domestic Syndicated Loans comprised of Base Rate Advances shall be not less than $1,000,000 250,000 or a greater integral multiple of $250,0001000, except to the extent otherwise provided with respect to Domestic Syndicated Loans made pursuant to Section 2.02(c)(ii2.02(c)(2). At no time shall the total number of Borrowings outstanding under this Section 2.02 and Section 2.06 exceed eight; provided that PROVIDED THAT, for purposes of determining deter- mining the number of Borrowings outstanding and the minimum amount for Borrowings resulting from conversions or continuations, all Borrowings of Base Rate Advances under this Section 2.02 shall be considered as one Borrowing.
(i1) Whenever the Borrower Interface desires to make a Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), it shall give the Domestic Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Syndicated Borrowing (each a “"Domestic Syndicated Borrowing Notice”") prior to 11:00 a.m. (Eastern time) at its Payment Office (Ai) on the same one Business Day as prior to the requested date of such Domestic Syndicated Borrowing in the case of Base Rate Advances, and (Bii) three Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of Eurodollar Advances. Notices received after 11:00 a.m. (Eastern time) shall be deemed received on the next Business Day. Each Domestic Syndicated Borrowing Notice shall be irrevocable and shall specify the aggregate principal amount of the Domestic Syndicated Borrowing, the date of the Domestic Syndicated Borrowing (which shall be a Business Day), and whether the Domestic Syndicated Borrowing is to be made as a Base Rate Advance or Eurodollar Advance and, in the case of a Eurodollar Advance, the Interest Period to be applicable thereto. Upon the Domestic Agent’s receipt of a Domestic Syndicated Borrowing Notice, the Domestic Agent shall promptly notify each Lender of the contents thereof and of such Lender’s Pro Rata Share of such Borrowing, unless it is advanced as a Domestic Settlement Loan Borrowing.
(ii) Whenever there occurs any request or demand for payment under any Domestic Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Domestic Agent and the Domestic L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Domestic L/C Issuer for the amount of such drawing with funds other than the proceeds of Domestic Syndicated Loans, (A) Interface shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (of which the Domestic Agent shall promptly notify the Lenders) and (B) each Lender shall, upon receipt of such notice from the Domestic Agent and on the same Business Day thereof, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing and such Lender’s Pro Rata Share, the proceeds of which shall be applied directly by the Domestic Agent to reimburse the Domestic L/C Issuer for the amount of such drawing (provided that, solely for purposes of such Domestic Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing).
(d) No later than 1:00 p.m. 11:00 a.m. (Eastern time) on the date of each Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), each Domestic Syndicated Lender will make available its Pro Rata Share of the amount of such Domestic Syndicated Borrowing in immediately available funds at the Payment Office of the Domestic Agent. The Domestic Agent will make available to the Borrower Interface the aggregate of the amounts (if any) so made available by the Domestic Syndicated Lenders to the Domestic Agent in a timely manner by crediting such amounts to Interface's demand deposit account maintained with the Designated AccountDomestic Agent. If any Domestic Syndicated Lender does not make such amount available to the Domestic Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to the Borrower 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).
(ie) Whenever the Borrower Interface desires to convert all or a portion of an outstanding Domestic Syndicated Borrowing made to it as a Base Rate Advance or Eurodollar Advance into one or more Domestic Syndicated Borrowings consisting of an Advance of another Type, or to continue outstanding a Domestic Syndicated Borrowing made to it as a Eurodollar Advance for a new Interest Period, it shall give the Domestic Agent (1) at least three (3) Business Days’ ' prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Eurodollar Advance and (2) at least one (1) Business Day prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Base Rate Advance. Such notice (each a “"Notice of Domestic Conversion/Continuation”") shall be given prior to 11:00 a.m. (Eastern time) on the date specified. Each such Notice of Domestic Conversion/Continuation shall be irrevocable and shall specify the aggregate principal amount of the Advance to be converted or continued, the date of such conversion or continuation, and the Interest Period to be applicable thereto.
(ii) If, upon the expiration of any Interest Period in respect of any Domestic Syndicated Borrowing, the Borrower shall have failed, or pursuant to the following clause (iii) be unable, to deliver the Notice of Domestic Conversion/Continuation, Borrower shall be deemed to have elected to convert or continue such Domestic Syndicated Borrowing to a Domestic Syndicated Borrowing made as a Base Rate Advance.
(iii) So long as any Default or Event of Default shall have occurred and be continuing, no Domestic Syndicated Borrowing may be converted into or continued as (upon expiration of the current Interest Period) a Eurodollar Advance.
(iv) No conversion of any Domestic Syndicated Borrowing made as a Eurodollar Advance shall be permitted except on the last day of the Interest Period in respect thereof.
(f) The Borrower’s obligations to pay the principal of, and interest on, the Domestic Syndicated Loans to each Lender shall be evidenced by the records of the Domestic Agent and such Lender and by the Domestic Syndicated Note payable to such Lender (or the assignor of such Lender) completed in conformity with this Agreement.
(g) All outstanding principal amounts under the Domestic Syndicated Loans shall be due and payable in full on the Maturity Date.be
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Domestic Syndicated Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.013.01), each Domestic Syndicated Lender severally agrees to make to the BorrowerInterface, from time to time prior to the Revolver/Multicurrency Maturity Date, Domestic Syndicated Loans; provided, however, that, after giving effect to any amounts requested, Loans in no event may the an aggregate principal amount of all outstanding Domestic Syndicated Loans made by such Lender at any time not to exceed an amount equal to (i) such Domestic Syndicated Lender’s 's Domestic Syndicated Loan Commitment, minus (ii) such Domestic Syndicated Lender’s Pro Rata Share of all outstanding Domestic Settlement Loans, minus (iii) such Lender’s Pro Rata Share of all Aggregate Domestic 's L/C OutstandingsExposure. The Borrower Interface shall be entitled to repay and reborrow Domestic Syndicated Loans in accordance with the provisions, and subject to the limitations, set forth herein (including the limitation set forth in Section 2.013.01).
(b) Each Domestic Syndicated Loan shall, at the option of the BorrowerInterface, be made or continued as, or converted into, part of one or more Borrowings that shall consist entirely of Base Rate Advances Advances, CD Rate Advances, or Eurodollar Advances. The aggregate principal amount of each Borrowing of Domestic Syndicated Loans shall be not less than $2,000,000 1,000,000 or a greater integral multiple of $500,000100,000, provided that each Borrowing of Domestic Syndicated Loans comprised of Base Rate Advances shall be not less than $1,000,000 250,000 or a greater integral multiple of $250,0001000, except to the extent otherwise provided with respect to Domestic Syndicated Loans made pursuant to Section 2.02(c)(ii3.02(c)(2). At no time shall the total number of Borrowings outstanding under this Section 2.02 3.02 and Section 3.06 exceed eight; provided that that, for purposes of determining the number of Borrowings outstanding and the minimum amount for Borrowings resulting from conversions or continuations, all Borrowings of Base Rate Advances under this Section 2.02 3.02 shall be considered as one Borrowing.
(i1) Whenever the Borrower Interface desires to make a Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e3.02(e)), it shall give the Domestic Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Syndicated Borrowing (each a “"Domestic Syndicated Borrowing Notice”") prior to 11:00 a.m. (Eastern time) at its Payment Office (Ai) on the same one Business Day as prior to the requested date of such Domestic Syndicated Borrowing in the case of Base Rate Advances, (ii) two Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of CD Rate Advances, and (Biii) three Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of Eurodollar Advances. Notices received after 11:00 a.m. (Eastern time) shall be deemed received on the next Business Day. Each Domestic Syndicated Borrowing Notice shall be irrevocable and shall specify the aggregate principal amount of the Domestic Syndicated Borrowing, the date of the Domestic Syndicated Borrowing (which shall be a Business Day), and whether the Domestic Syndicated Borrowing is to be made as a Base Rate Advance, CD Rate Advance or Eurodollar Advance and, in the case of a CD Rate Advance or Eurodollar Advance, the Interest Period to be applicable thereto. Upon the Domestic Agent’s receipt of a Domestic Syndicated Borrowing Notice, the Domestic Agent shall promptly notify each Lender of the contents thereof and of such Lender’s Pro Rata Share of such Borrowing, unless it is advanced as a Domestic Settlement Loan Borrowing.
(ii) Whenever there occurs any request or demand for payment under any Domestic Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Domestic Agent and the Domestic L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Domestic L/C Issuer for the amount of such drawing with funds other than the proceeds of Domestic Syndicated Loans, (A) Interface shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (of which the Domestic Agent shall promptly notify the Lenders) and (B) each Lender shall, upon receipt of such notice from the Domestic Agent and on the same Business Day thereof, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing and such Lender’s Pro Rata Share, the proceeds of which shall be applied directly by the Domestic Agent to reimburse the Domestic L/C Issuer for the amount of such drawing (provided that, solely for purposes of such Domestic Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing).
(d) No later than 1:00 p.m. 11:00 a.m. (Eastern time) on the date of each Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e3.02(e)), each Domestic Syndicated Lender will make available its Pro Rata Share of the amount of such Domestic Syndicated Borrowing in immediately available funds at the Payment Office of the Domestic Agent. The Domestic Agent will make available to the Borrower Interface the aggregate of the amounts (if any) so made available by the Domestic Syndicated Lenders to the Domestic Agent in a timely manner by crediting such amounts to Interface's demand deposit account maintained with the Designated AccountDomestic Agent. If any Domestic Syndicated Lender does not make such amount available to the Domestic Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to the Borrower 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).
(ie) Whenever the Borrower Interface desires to convert all or a portion of an outstanding Domestic Syndicated Borrowing made to it as a Base Rate Advance, CD Rate Advance or Eurodollar Advance into one or more Domestic Syndicated Borrowings consisting of an Advance of another Type, or to continue outstanding a Domestic Syndicated Borrowing made to it as a CD Rate Advance or Eurodollar Advance for a new Interest Period, it shall give the Domestic Agent at least two (12) Business Days' prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing being converted into or continued as a CD Rate Advance, and at least three (3) Business Days’ ' prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Eurodollar Advance and (2) at least one (1) Business Day prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Base Rate Advance. Such notice (each a “"Notice of Domestic Conversion/Continuation”") shall be given prior to 11:00 a.m. (Eastern time) on the date specified. Each such Notice of Domestic Conversion/Continuation shall be irrevocable and shall specify the aggregate principal amount of the Advance to be converted or continued, the date of such conversion or continuation, and whether the Interest Period to be applicable thereto.
(ii) If, upon the expiration of any Interest Period in respect of any Domestic Syndicated Borrowing, the Borrower shall have failed, or pursuant to the following clause (iii) be unable, to deliver the Notice of Domestic Conversion/Continuation, Borrower shall be deemed to have elected to convert or continue such Domestic Syndicated Borrowing to a Domestic Syndicated Borrowing made as a Base Rate Advance.
(iii) So long as any Default or Event of Default shall have occurred and be continuing, no Domestic Syndicated Borrowing may be Advance is being converted into or continued as (upon expiration of the current Interest Period) a CD Rate Advance or Eurodollar Advance.
(iv) No conversion of any Domestic Syndicated Borrowing made as a Eurodollar Advance shall be permitted except on the last day of the Interest Period in respect thereof.
(f) The Borrower’s obligations to pay the principal of, and interest on, the Domestic Syndicated Loans to each Lender shall be evidenced by the records of the Domestic Agent and such Lender and by the Domestic Syndicated Note payable to such Lender (or the assignor of such Lender) completed in conformity with this Agreement.
(g) All outstanding principal amounts under the Domestic Syndicated Loans shall be due and payable in full on the Maturity Date.
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Domestic Syndicated Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), each Lender severally agrees to make to the Borrower, from time to time prior to the Maturity Date, Domestic Syndicated Loans; provided, however, that, after giving effect to any amounts requested, in no event may the aggregate principal amount of all outstanding Domestic Syndicated Loans made by such Lender exceed (i) such Lender’s Domestic Syndicated Loan Commitment, minus (ii) such Lender’s Pro Rata Share of all outstanding Domestic Settlement Loans, minus (iii) such Lender’s Pro Rata Share of all Aggregate Domestic L/C Outstandings. The Borrower shall be entitled to repay and reborrow Domestic Syndicated 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 Syndicated Loan shall, at the option of the Borrower, be made or continued as, or converted into, part of one or more Borrowings that shall consist entirely of Base Rate Advances or Eurodollar Advances. The aggregate principal amount of each Borrowing of Domestic Syndicated Loans shall be not less than $2,000,000 or a greater integral multiple of $500,000, provided that each Borrowing of Domestic Syndicated Loans comprised of Base Rate Advances shall be not less than $1,000,000 or a greater integral multiple of $250,000, except to the extent otherwise provided with respect to Domestic Syndicated Loans made pursuant to Section 2.02(c)(ii). At no time shall the total number of Borrowings outstanding under this Section 2.02 exceed eight; provided that for purposes of determining the number of Borrowings outstanding and the minimum amount for Borrowings resulting from conversions or continuations, all Borrowings of Base Rate Advances under this Section 2.02 shall be considered as one Borrowing.
(i1) Whenever the Borrower desires to make a Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), it shall give the Domestic Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Syndicated Borrowing (each a “Domestic Syndicated Borrowing Notice”) prior to 11:00 a.m. (Eastern time) at its Payment Office (A) on the same one Business Day as prior to the requested date of such Domestic Syndicated Borrowing in the case of Base Rate Advances, and (B) three Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of Eurodollar Advances. Notices received after 11:00 a.m. (Eastern time) shall be deemed received on the next Business Day. Each Domestic Syndicated Borrowing Notice shall be irrevocable and shall specify the aggregate principal amount of the Domestic Syndicated Borrowing, the date of the Domestic Syndicated Borrowing (which shall be a Business Day), and whether the Domestic Syndicated Borrowing is to be made as a Base Rate Advance or Eurodollar Advance and, in the case of a Eurodollar Advance, the Interest Period to be applicable thereto. Upon the Domestic Agent’s receipt of a Domestic Syndicated Borrowing Notice, the Domestic Agent shall promptly notify each Lender of the contents thereof and of such Lender’s Pro Rata Share of such Borrowing, unless it is advanced as a Domestic Settlement Loan Borrowing.
(ii) Whenever there occurs any request or demand for payment under any Domestic Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Domestic Agent and the Domestic L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Domestic L/C Issuer for the amount of such drawing with funds other than the proceeds of Domestic Syndicated Loans, (A) Interface shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (of which the Domestic Agent shall promptly notify the Lenders) and (B) each Lender shall, upon receipt of such notice from the Domestic Agent and on the same Business Day thereof, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing and such Lender’s Pro Rata Share, the proceeds of which shall be applied directly by the Domestic Agent to reimburse the Domestic L/C Issuer for the amount of such drawing (provided that, solely for purposes of such Domestic Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing).
(d) No later than 1:00 p.m. (Eastern time) on the date of each Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), each Lender will make available its Pro Rata Share of the amount of such Domestic Syndicated Borrowing in immediately available funds at the Payment Office of the Domestic Agent. The Domestic Agent will make available to the Borrower the aggregate of the amounts (if any) so made available by the Lenders to the Domestic Agent in a timely manner by crediting such amounts to the Designated Account. If any Lender does not make such amount available to the Domestic Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to the Borrower 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).
(i) Whenever the Borrower desires to convert all or a portion of an outstanding Domestic Syndicated Borrowing made to it as a Base Rate Advance or Eurodollar Advance into one or more Domestic Syndicated Borrowings consisting of an Advance of another Type, or to continue outstanding a Domestic Syndicated Borrowing made to it as a Eurodollar Advance for a new Interest Period, it shall give the Domestic Agent (1) at least three (3) Business Days’ prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Eurodollar Advance and (2) at least one (1) Business Day prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Base Rate Advance. Such notice (each a “Notice of Domestic Conversion/Continuation”) shall be given prior to 11:00 a.m. (Eastern time) on the date specified. Each such Notice of Domestic Conversion/Continuation shall be irrevocable and shall specify the aggregate principal amount of the Advance to be converted or continued, the date of such conversion or continuation, and the Interest Period to be applicable thereto.
(ii) If, upon the expiration of any Interest Period in respect of any Domestic Syndicated Borrowing, the Borrower shall have failed, or pursuant to the following clause (iii) be unable, to deliver the Notice of Domestic Conversion/Continuation, Borrower shall be deemed to have elected to convert or continue such Domestic Syndicated Borrowing to a Domestic Syndicated Borrowing made as a Base Rate Advance.
(iii) So long as any Default or Event of Default shall have occurred and be continuing, no Domestic Syndicated Borrowing may be converted into or continued as (upon expiration of the current Interest Period) a Eurodollar Advance.
(iv) No conversion of any Domestic Syndicated Borrowing made as a Eurodollar Advance shall be permitted except on the last day of the Interest Period in respect thereof.
(f) The Borrower’s obligations to pay the principal of, and interest on, the Domestic Syndicated Loans to each Lender shall be evidenced by the records of the Domestic Agent and such Lender and by the Domestic Syndicated Note payable to such Lender (or the assignor of such Lender) completed in conformity with this Agreement.
(g) All outstanding principal amounts under the Domestic Syndicated Loans shall be due and payable in full on the Maturity Date.
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Domestic Syndicated Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), each Lender severally agrees to make to the Borrower, from time to time prior to the Revolver/Multicurrency Maturity Date, Domestic Syndicated Loans; provided, however, that, after giving effect to any amounts requested, Loans in no event may the an aggregate principal amount of all outstanding Domestic Syndicated Loans made by such Lender at any time not to exceed an amount equal to (i) such Lender’s Domestic 's Master Syndicated Loan Commitment, minus MINUS (ii) the Dollar Equivalent of such Lender’s Pro Rata Share of all outstanding Domestic Settlement 's Multicurrency Syndicated Loans, minus (iii) such Lender’s Pro Rata Share of all Aggregate Domestic L/C Outstandings. The Borrower shall be entitled to repay and reborrow Domestic Syndicated 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 Syndicated Loan shall, at the option of the Borrower, be made or continued as, or converted into, part of one or more Borrowings that shall consist entirely of Base Rate Advances or Eurodollar Advances. The aggregate principal amount of each Borrowing of Domestic Syndicated Loans shall be not less than $2,000,000 1,000,000 or a greater integral multiple of $500,000, provided PROVIDED that each Borrowing of Domestic Syndicated Loans comprised of Base Rate Advances shall be not less than $1,000,000 or a greater integral multiple of $250,000, except to the extent otherwise provided with respect to Domestic Syndicated Loans made pursuant to Section 2.02(c)(ii)100,000. At no time shall the total number of Borrowings outstanding under this Section 2.02 exceed eightfour; provided that PROVIDED that, for purposes of determining the number of Borrowings outstanding and the minimum amount for Borrowings resulting from conversions or continuations, all Borrowings of Base Rate Advances under this Section 2.02 shall be considered as one Borrowing.
(ic) Whenever the Borrower desires to make a Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), it shall give the Domestic Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Syndicated Borrowing (each a “"Domestic Syndicated Borrowing Notice”") prior to 11:00 a.m. 1:00 p.m. (Eastern time) at its Payment Office (Ai) on the same one Business Day as prior to the requested date of such Domestic Syndicated Borrowing in the case of Base Rate Advances, and (Bii) three Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of Eurodollar Advances. Notices received after 11:00 a.m. 1:00 p.m. (Eastern time) shall be deemed received on the next Business Day. Each Domestic Syndicated Borrowing Notice shall be irrevocable and shall specify the aggregate principal amount of the Domestic Syndicated Borrowing, the date of the Domestic Syndicated Borrowing (which shall be a Business Day), and whether the Domestic Syndicated Borrowing is to be made as a Base Rate Advance or Eurodollar Advance and, in the case of a Eurodollar Advance, the Interest Period to be applicable thereto. Upon the Domestic Agent’s receipt of a Domestic Syndicated Borrowing Notice, the Domestic Agent shall promptly notify each Lender of the contents thereof and of such Lender’s Pro Rata Share of such Borrowing, unless it is advanced as a Domestic Settlement Loan Borrowing.
(ii) Whenever there occurs any request or demand for payment under any Domestic Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Domestic Agent and the Domestic L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Domestic L/C Issuer for the amount of such drawing with funds other than the proceeds of Domestic Syndicated Loans, (A) Interface shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (of which the Domestic Agent shall promptly notify the Lenders) and (B) each Lender shall, upon receipt of such notice from the Domestic Agent and on the same Business Day thereof, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing and such Lender’s Pro Rata Share, the proceeds of which shall be applied directly by the Domestic Agent to reimburse the Domestic L/C Issuer for the amount of such drawing (provided that, solely for purposes of such Domestic Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing).
(d) No later than 1:00 p.m. 11:00 a.m. (Eastern time) on the date of each Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), each Lender will make available its Pro Rata Share of the amount of such Domestic Syndicated Borrowing in immediately available funds at the Payment Office of the Domestic Agent. The Domestic Agent will make available to the Borrower the aggregate of the amounts (if any) so made available by the Lenders to the Domestic Agent in a timely manner by crediting such amounts to Borrower's demand deposit account maintained with the Designated AccountAgent by no later than 2:00 p.m. (Eastern time). If any Lender does not make such amount available to the Domestic Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to the Borrower 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).
(ie) Whenever the Borrower desires to convert all or a portion of an outstanding Domestic Syndicated Borrowing made to it as a Base Rate Advance or Eurodollar Advance into one or more Domestic Syndicated Borrowings consisting of an Advance of another Type, or to continue outstanding a Domestic Syndicated Borrowing made to it as a Eurodollar Advance for a new Interest Period, it shall give the Domestic Agent (1) at least three (3) Business Days’ ' prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Eurodollar Advance and (2) at least one (1) Business Day prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Base Rate Advance. Such notice (each a “"Notice of Domestic Conversion/Continuation”") shall be given prior to 11:00 a.m. 1:00 p.m. (Eastern time) on the date specified. Each such Notice of Domestic Conversion/Continuation shall be irrevocable and shall specify the aggregate principal amount of the Advance to be converted or continued, the date of such conversion or continuation, and the Interest Period to be applicable thereto.
(ii) If, upon the expiration of any Interest Period in respect of any Domestic Syndicated Borrowing, the Borrower shall have failed, or pursuant to the following clause (iii) be unable, to deliver the Notice of Domestic Conversion/Continuation, Borrower shall be deemed to have elected to convert or continue such Domestic Syndicated Borrowing to a Domestic Syndicated Borrowing made as a Base Rate Advance.
(iii) So long as any Default or Event of Default shall have occurred and be continuing, no Domestic Syndicated Borrowing may be converted into or continued as (upon expiration of the current Interest Period) a Eurodollar Advance.
(iv) No conversion of any Domestic Syndicated Borrowing made as a Eurodollar Advance shall be permitted except on the last day of the Interest Period in respect thereof.
(f) The Borrower’s obligations to pay the principal of, and interest on, the Domestic Syndicated Loans to each Lender shall be evidenced by the records of the Domestic Agent and such Lender and by the Domestic Syndicated Note payable to such Lender (or the assignor of such Lender) completed in conformity with this Agreement.
(g) All outstanding principal amounts under the Domestic Syndicated Loans shall be due and payable in full on the Maturity Date.conversion
Appears in 1 contract
Domestic Syndicated Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), each Lender severally agrees to make to each of the Domestic Borrower and the Additional Domestic Borrower, from time to time prior to the Maturity Date, Domestic Syndicated Loans; providedPROVIDED, howeverHOWEVER, that, based upon the Dollar Equivalent of all outstanding Extensions of Credit and after giving effect to any amounts requested, in no event may the aggregate principal amount of all outstanding Domestic Syndicated Loans made by such Lender exceed (i) such Lender’s 's Domestic Syndicated Loan Commitment, minus (ii) such Lender’s 's Pro Rata Share of all outstanding Domestic Settlement Loans, minus (iii) such Lender’s 's Pro Rata Share of all Aggregate Domestic L/C Outstandings minus (iv) such Lender's Pro Rata Share of all outstanding UK Multicurrency Swing Line Loans, minus (v) such Lender's Pro Rata Share of all UK Multicurrency Syndicated Loans, minus (vi) such Lender's Pro Rata Share of all Aggregate UK Multicurrency L/C Outstandings. The Domestic Borrower and the Additional Domestic Borrower, as applicable, shall be entitled to repay and reborrow Domestic Syndicated Loans in accordance with the provisions, and subject to the limitations, set forth herein (including the limitation set forth in Section 2.01); and PROVIDED, FURTHER, that, in no event may the aggregate amount of Domestic Revolving Loans which have been made to the Additional Domestic Borrower exceed $10,000,000, LESS the amount of any Aggregate Domestic L/C Outstandings which are attributable or allocable to any Domestic Letter of Credit with respect to which the Additional Domestic Borrower is the L/C Account Party.
(b) Each Domestic Syndicated Loan shall, at the option of the BorrowerBorrower thereof, be made or continued as, or converted into, part of one or more Borrowings that shall consist entirely of Base Rate Advances or Eurodollar Advances. The aggregate principal amount of each Borrowing of Domestic Syndicated Loans shall be not less than $2,000,000 or a greater integral multiple of $500,000, provided PROVIDED that each Borrowing of Domestic Syndicated Loans comprised of Base Rate Advances shall be not less than $1,000,000 or a greater integral multiple of $250,000, except to the extent otherwise provided with respect to Domestic Syndicated Loans made pursuant to Section 2.02(c)(ii). At no time shall the total number of Borrowings outstanding under this Section 2.02 and Section 3.02 exceed eight; provided PROVIDED that for purposes of determining the number of Borrowings outstanding and the minimum amount for Borrowings resulting from conversions or continuations, all Borrowings of Base Rate Advances under this Section 2.02 shall be considered as one Borrowing.
(i) Whenever the Domestic Borrower or the Additional Domestic Borrower desires to make a Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), it shall give the Domestic Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Syndicated Borrowing (each a “Domestic Syndicated Borrowing Notice”"DOMESTIC SYNDICATED BORROWING NOTICE") prior to 11:00 a.m. (Eastern time) at its Payment Office (A) on the same one Business Day as prior to the requested date of such Domestic Syndicated Borrowing in the case of Base Rate Advances, and (B) three Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of Eurodollar Advances. Notices received after 11:00 a.m. (Eastern time) shall be deemed received on the next Business Day. Each Domestic Syndicated Borrowing Notice shall be irrevocable and shall specify the aggregate principal amount of the Domestic Syndicated Borrowing, the Borrower thereof, the date of the Domestic Syndicated Borrowing (which shall be a Business Day), and whether the Domestic Syndicated Borrowing is to be made as a Base Rate Advance or Eurodollar Advance and, in the case of a Eurodollar Advance, the Interest Period to be applicable thereto. Upon the Domestic Agent’s 's receipt of a Domestic Syndicated Borrowing Notice, the Domestic Agent shall promptly notify each Lender of the contents thereof and of such Lender’s 's Pro Rata Share of such Borrowing, unless it is advanced advance as a Domestic Settlement Loan Borrowing.
(ii) Whenever there occurs any request or demand for payment under any Domestic Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Domestic Agent and the Domestic L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Domestic L/C Issuer for the amount of such drawing with funds other than the proceeds of Domestic Syndicated Loans, (A) Interface shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a 52 Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (of which the Domestic Agent shall promptly notify the Lenders) and (B) each Lender shall, upon receipt of such notice from the Domestic Agent and on the same Business Day thereof, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing and such Lender’s 's Pro Rata Share, the proceeds of which shall be applied directly by the Domestic Agent to reimburse the Domestic L/C Issuer for the amount of such drawing (provided PROVIDED that, solely for purposes of such Domestic Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing).
(d) No later than 1:00 p.m. (Eastern time) on the date of each Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), each Lender will make available its Pro Rata Share of the amount of such Domestic Syndicated Borrowing in immediately available funds at the Payment Office of the Domestic Agent. The Domestic Agent will make available to the Domestic Borrower or the Additional Domestic Borrower, as applicable, the aggregate of the amounts (if any) so made available by the Lenders to the Domestic Agent in a timely manner by crediting such amounts to the Designated AccountDomestic Borrower's or the Additional Domestic Borrower's (as applicable) demand deposit account maintained with the Domestic Agent in the United States. If any Lender does not make such amount available to the Domestic Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to the applicable Borrower 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).
(i) Whenever the Domestic Borrower or the Additional Domestic Borrower, as applicable, desires to convert all or a portion of an outstanding Domestic Syndicated Borrowing made to it as a Base Rate Advance or Eurodollar Advance into one or more Domestic Syndicated Borrowings consisting of an Advance of another Type, or to continue outstanding a Domestic Syndicated Borrowing made to it as a Eurodollar Advance for a new Interest Period, it shall give the Domestic Agent (1) at least three (3) Business Days’ ' prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Eurodollar Advance and (2) at least one (1) Business Day prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Base Rate Advance. Such notice (each a “Notice of Domestic Conversion"NOTICE OF DOMESTIC CONVERSION/Continuation”CONTINUATION") shall be given prior to 11:00 a.m. (Eastern time) on the date specified. Each such Notice of Domestic Conversion/Continuation shall be irrevocable and shall specify the aggregate principal amount of the Advance to be converted or continued, the date of such conversion or continuation, and the Interest Period to be applicable thereto.
(ii) If, upon the expiration of any Interest Period in respect of any Domestic Syndicated Borrowing, the Borrower thereof shall have failed, or pursuant to the following clause (iii) be unable, to deliver the Notice of Domestic Conversion/Continuation, such Borrower shall be deemed to have elected to convert or continue such Domestic Syndicated Borrowing to a Domestic Syndicated Borrowing made as a Base Rate Advance.
(iii) So long as any Default or Event of Default shall have occurred and be continuing, no Domestic Syndicated Borrowing may be converted into or continued as (upon expiration of the current Interest Period) a Eurodollar Advance.
(iv) No conversion of any Domestic Syndicated Borrowing made as a Eurodollar Advance shall be permitted except on the last day of the Interest Period in respect thereof.
(f) The Domestic Borrower’s 's or the Additional Domestic Borrower's (as applicable) obligations to pay the principal of, and interest on, the Domestic Syndicated Loans to each Lender shall be evidenced by the records of the Domestic Agent and such Lender and by the Domestic Syndicated Note payable to such Lender (or the assignor of such Lender) completed in conformity with this Agreement. Any other provision of this Agreement or of any other Credit Document to the contrary notwithstanding, the Additional Domestic Borrower shall be obligated only with respect to principal of, and interest on, Domestic Syndicated Loans and Domestic Settlement Loans made to it by the Lenders (and any other indemnities and obligations relating directly thereto as provided herein and in the other Credit Documents) and in no event shall the Additional Domestic Borrower be liable with respect to any principal of, or interest on, any Domestic Syndicated Loans or any Domestic Settlement Loans made to the Domestic Borrower.
(g) All outstanding principal amounts under the Domestic Syndicated Loans shall be due and payable in full on the Maturity Date.
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Domestic Syndicated Loans. (a) Subject to and upon the terms and conditions herein set forth (including the limitation set forth in Section 2.01), each Lender severally agrees to make to the BorrowerInterface, from time to time prior to the Maturity Date, Domestic Syndicated Loans; provided, however, that, after giving effect to any amounts requestedbased upon the Dollar Equivalent of all outstanding Extensions of Credit, in no event may the aggregate principal amount of all outstanding Domestic Syndicated Loans made by such Lender (after giving effect to any amount requested) exceed (i) such Lender’s 's Domestic Syndicated Loan Commitment, minus (ii) such Lender’s 's Pro Rata Share of all outstanding Domestic Settlement Swing Line Loans, minus (iii) such Lender’s 's Pro Rata Share of all Aggregate Domestic L/C Outstandings minus (iv) such Lender's Pro Rata Share of all outstanding Multicurrency Syndicated Loans, minus (v) such Lender's Pro Rata Share of all Aggregate Multicurrency L/C Outstandings. The Borrower Interface shall be entitled to repay and reborrow Domestic Syndicated 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 Syndicated Loan shall, at the option of the BorrowerInterface, be made or continued as, or converted into, part of one or more Borrowings that shall consist entirely of Base Rate Advances or Eurodollar Advances. The aggregate principal amount of each Borrowing of Domestic Syndicated Loans shall be not less than $2,000,000 or a greater integral multiple of $500,000, provided that each Borrowing of Domestic Syndicated Loans comprised of Base Rate Advances shall be not less than $1,000,000 or a greater integral multiple of $250,000, except to the extent otherwise provided with respect to Domestic Syndicated Loans made pursuant to Section 2.02(c)(ii). At no time shall the total number of Borrowings outstanding under this Section 2.02 and Section 3.02 exceed eight; provided that for purposes of determining the number of Borrowings outstanding and the minimum amount for Borrowings resulting from conversions or continuations, all Borrowings of Base Rate Advances under this Section 2.02 shall be considered as one Borrowing.
(i) Whenever the Borrower Interface desires to make a Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), it shall give the Domestic Agent prior written notice (or telephonic notice promptly confirmed in writing) of such Domestic Syndicated Borrowing (each a “"Domestic Syndicated Borrowing Notice”") prior to 11:00 a.m. (Eastern time) at its Payment Office (A) on the same one Business Day as prior to the requested date of such Domestic Syndicated Borrowing in the case of Base Rate Advances, and (B) three Business Days prior to the requested date of such Domestic Syndicated Borrowing in the case of Eurodollar Advances. Notices received after 11:00 a.m. (Eastern time) shall be deemed received on the next Business Day. Each Domestic Syndicated Borrowing Notice shall be irrevocable and shall specify the aggregate principal amount of the Domestic Syndicated Borrowing, the date of the Domestic Syndicated Borrowing (which shall be a Business Day), and whether the Domestic Syndicated Borrowing is to be made as a Base Rate Advance or Eurodollar Advance and, in the case of a Eurodollar Advance, the Interest Period to be applicable thereto. Upon the Domestic Agent’s receipt of a Domestic Syndicated Borrowing Notice, the Domestic Agent shall promptly notify each Lender of the contents thereof and of such Lender’s Pro Rata Share of such Borrowing, unless it is advanced as a Domestic Settlement Loan Borrowing.
(ii) Whenever there occurs any request or demand for payment under any Domestic Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Domestic Agent and the Domestic L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Domestic L/C Issuer for the amount of such drawing with funds other than the proceeds of Domestic Syndicated Loans, (A) Interface shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (of which the Domestic Agent shall promptly notify the Lenders) drawing, and (B) each Lender shall, upon receipt by 1:00 p.m. (Eastern time) on the date of the honoring of such notice from the Domestic Agent and on the same Business Day thereofdrawing, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing and such Lender’s 's Pro Rata Share, the proceeds of which shall be applied directly by the Domestic Agent to reimburse the Domestic L/C Issuer for the amount of such drawing (provided that, solely for purposes of such Domestic Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing).
(iii) Whenever there occurs any request or demand for payment under any Multicurrency Letter of Credit by the beneficiary thereof, and Interface shall not have notified the Multicurrency Agent and the Multicurrency L/C Issuer prior to 11:00 a.m. (Eastern time) on the Business Day immediately prior to the date on which such drawing is to be honored that the L/C Account Party or Interface, on behalf of such L/C Account Party, intends to reimburse the Multicurrency L/C Issuer for the amount of such drawing with funds other than the proceeds of Multicurrency Syndicated Loans, (A) Interface (on behalf of itself and the applicable Borrower) shall be deemed to have given a Domestic Syndicated Borrowing Notice to the Domestic Agent requesting a Domestic Syndicated Borrowing consisting of Base Rate Loans on the date on which such drawing is to be honored in an amount equal to the amount of such drawing (based upon the Dollar Equivalent thereof as of the date of such drawing) and (B) each Lender shall, by 1:00 p.m. (Eastern time) on the date of the honoring of such drawing, make a Domestic Syndicated Loan to Interface which is a Base Rate Loan in an amount equal to the product of the amount of such drawing (based upon the Dollar Equivalent thereof as of the date of such drawing) and such Lender's Pro Rata Share, the proceeds of which shall be forwarded by the Domestic Agent to the Multicurrency Agent and applied directly by the Multicurrency Agent to reimburse the Multicurrency L/C Issuer for the amount of such drawing (provided that (1) solely for purposes of such Multicurrency Syndicated Borrowing, the conditions precedent set forth in Sections 2.02(b) and 5.03 shall not be applicable to such Domestic Syndicated Borrowing and (2) Interface shall pay to the Multicurrency Agent, the Domestic Agent and the Lenders any and all costs, fees and other expenses incurred by the Multicurrency Agent, the Domestic Agent and the Lenders in effecting such conversion from the applicable Foreign Currency to Dollars).
(d) No later than 1:00 p.m. 11:00 a.m. (Eastern time) on the date of each Domestic Syndicated Borrowing (other than one resulting from a conversion or continuation pursuant to Section 2.02(e)), each Lender will make available its Pro Rata Share of the amount of such Domestic Syndicated Borrowing in immediately available funds at the Payment Office of the Domestic Agent. The Domestic Agent will make available to the Borrower Interface the aggregate of the amounts (if any) so made available by the Lenders to the Domestic Agent in a timely manner by crediting such amounts to Interface's demand deposit account maintained with the Designated AccountDomestic Agent. If any Lender does not make such amount available to the Domestic Agent by the time prescribed above, but such amount is received later that day, such amount may be credited to the Borrower 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).
(i) Whenever the Borrower Interface desires to convert all or a portion of an outstanding Domestic Syndicated Borrowing made to it as a Base Rate Advance or Eurodollar Advance into one or more Domestic Syndicated Borrowings consisting of an Advance of another Type, or to continue outstanding a Domestic Syndicated Borrowing made to it as a Eurodollar Advance for a new Interest Period, it shall give the Domestic Agent (1) at least three (3) Business Days’ ' prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Eurodollar Advance and (2) at least one (1) Business Day prior written notice (or telephonic notice promptly confirmed in writing) of each such Domestic Syndicated Borrowing to be converted into or continued as a Base Rate Advance. Such notice (each a “"Notice of Domestic Conversion/Continuation”") shall be given prior to 11:00 a.m. (Eastern time) on the date specified. Each such Notice of Domestic Conversion/Continuation shall be irrevocable and shall specify the aggregate principal amount of the Advance to be converted or continued, the date of such conversion or continuation, and the Interest Period to be applicable thereto.
(ii) If, upon the expiration of any Interest Period in respect of any Domestic Syndicated Borrowing, the Borrower Interface shall have failed, or pursuant to the following clause (iii) be unable, to deliver the Notice of Domestic Conversion/Continuation, Borrower Interface shall be deemed to have elected to convert or continue such Domestic Syndicated Borrowing to a Domestic Syndicated Borrowing made as a Base Rate Advance.
(iii) So long as any Default or Event of Default shall have occurred and be continuing, no Domestic Syndicated Borrowing may be converted into or continued as (upon expiration of the current Interest Period) a Eurodollar Advance.
(iv) No conversion of any Domestic Syndicated Borrowing made as a Eurodollar Advance shall be permitted except on the last day of the Interest Period in respect thereof.
(f) The Borrower’s Interface's obligations to pay the principal of, and interest on, the Domestic Syndicated Loans to each Lender shall be evidenced by the records of the Domestic Agent and such Lender and by the Domestic Syndicated Note payable to such Lender (or the assignor of such Lender) completed in conformity with this Agreement.
(g) All outstanding principal amounts under the Domestic Syndicated Loans shall be due and payable in full on the Maturity Date.
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)