Common use of Extension and Conversion Clause in Contracts

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (i) except as provided in Section 3.7, Eurodollar Loans may be converted into Prime Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of Section 5.

Appears in 3 contracts

Samples: Credit Agreement (Oshkosh Truck Corp), Credit Agreement (C2 Inc), Credit Agreement (C2 Inc)

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Extension and Conversion. The Borrower Borrowers shall have the option, option on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (ia) except as provided in Section 3.7, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (iib) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iiic) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2, (d) no more than six separate Eurodollar Loans shall be outstanding hereunder at any time with respect to the Revolving Loans and no more than six separate Eurodollar Loans shall be outstanding hereunder at any time with respect to any Term Loan, if applicable, and (ive) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such extension or conversion shall be effected by the Borrower Borrowers by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) 11:00 a.m. on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower Borrowers of the matters specified in paragraphs (a) and clauses (b), and in (c) or ), (d), (e) and (f) of Section 55.2. In the event the Borrowers fail to request extension or conversion of any Eurodollar Loan in accordance with this Section 3.1, or any such conversion or extension is not permitted or required by this Section 3.1, then such Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Administrative Agent shall give each applicable Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 3 contracts

Samples: Credit Agreement (Speedway Motorsports LLC), Credit Agreement (Speedway Motorsports LLC), Credit Agreement (Speedway Motorsports Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (i) except as provided in Section Sections 3.6 and 3.7, Eurodollar Loans may be converted into Prime Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Rate Loan and on the third second Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of Section 5.

Appears in 2 contracts

Samples: Credit Agreement (Journal Communications Inc), Credit Agreement (Journal Communications Inc)

Extension and Conversion. The Borrower Borrowers shall have the option, option on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typetype; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2, (iv) no more than six separate Eurodollar Loans shall be outstanding hereunder at any time with respect to the Revolving Loans and no more than six separate Eurodollar Loans shall be outstanding hereunder at any time with respect to any Term Loan, if applicable, and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower Borrowers by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) 11:00 a.m. on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower Borrowers of the matters specified in paragraphs subsections (aii), (iii), (iv), (v) and (b), and in (cvi) or (d), of Section 55.2. In the event the Borrowers fail to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Administrative Agent shall give each applicable Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 2 contracts

Samples: Credit Agreement (Speedway Motorsports Inc), Credit Agreement (Speedway Motorsports Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.74.07, Eurodollar LIBOR Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable theretothereto unless the Borrower agrees to pay all Funding Losses, (ii) Eurodollar LIBOR Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar LIBOR Loans, only if no Default or Event of Default is the conditions in existence on the date of extension or conversionSection 5.02 have been satisfied, (iii) Loans extended as, or converted into, Eurodollar LIBOR Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 1.01 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.01(c)(ii), and (iv) any request for extension or conversion of a Eurodollar LIBOR Loan which that shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 written notice (or telephone notice promptly confirmed in writing) (a “Notice of Extension/Conversion”) to the Administrative Agent prior to 10:30 A.M. (Milwaukee10:00 a.m., Wisconsin New York City time) , on the LIBOR Business Day of, in the case of the conversion of a Eurodollar LIBOR Loan into a Prime Base Rate Loan Loan, and on the third LIBOR Business Day prior to, in the case of the extension of a Eurodollar LIBOR Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar LIBOR Loan, the date of the proposed extension or conversion, substantially in the form of Exhibit C hereto, specifying (A) the date of the proposed extension or conversion, (B) the Loans to be so extended or converted, (C) the Types types of Revolving Loans into which such Loans are to be converted converted, and, if appropriate, (D) the applicable Interest Periods with respect thereto. Each request for extension or conversion Notice of Extension/Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs Sections 5.02(a) through (ae). So long as there is no Default or Event of Default, in the event the Borrower does not request extension or conversion of any LIBOR Loan in accordance with this Section, or any such conversion or extension is not required by this Section, then such LIBOR Loan shall be continued as a Base Rate Loan at the end of each Interest Period applicable thereto, until the Borrower selects an alternate Interest Period or converts such Loans to LIBOR Loans. It is hereby understood and agreed that such failure by the Borrower to request such extension or conversion resulting in the automatic conversion of a LIBOR Loan into a Base Rate Loan shall also constitute a representation and warranty by the Borrower of the matters specified in Sections 5.02(a) and through (be). In the event any LIBOR Loans are not permitted to be converted into another LIBOR Loan hereunder, and in (c) such LIBOR Loans shall automatically be converted to Base Rate Loans at the end of the applicable Interest Period with respect thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or (d), of Section 5conversion affecting any Loan.

Appears in 2 contracts

Samples: Credit Agreement (Cemex Sa De Cv), Credit Agreement (Cemex Sa De Cv)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (i) except as provided in Section Sections 3.6 and 3.7, Eurodollar Loans may be converted into Prime Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Rate Loan and on the third second Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of Section 5.

Appears in 2 contracts

Samples: Credit Agreement (Journal Communications Inc), Credit Agreement (Journal Communications Inc)

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typetype; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in in, with respect to Revolving Loans, Section 2.l(b)(ii2.1(b)(ii) or, with respect to the Term Loan, 2.3(c), (iv) no more than 12 separate Eurodollar Loans shall be outstanding hereunder at any time, and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (aii), (iii), (iv) and (b), and in (cv) or (d), of Section 55.2(a). In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Hunt Manufacturing Co)

Extension and Conversion. The Loans included in each Borrowing shall bear interest initially at the type of rate specified by the Borrower in the applicable Notice of Borrowing. Thereafter, the Borrower shall have the option, on any Business Day, to extend existing Eurodollar Loans into for a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, provided that (i) except as provided in pursuant to Section 3.73.08, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 1.01 and shall be in such minimum amounts as provided in, with respect to Revolving Loans, Section 2.01(b) and, with respect to Term Loans, in Section 2.l(b)(ii) a minimum aggregate principal amount of $2,000,000 and integral multiples of $500,000 in excess thereof, (iv) the total number of Groups of Eurodollar Loans of any Class outstanding at any time shall be no greater than the maximum number provided in, with respect to Revolving Loans, Section 2.01(a) with respect to Tranche A Term Loans, Section 2.03(a) and, with respect to Tranche B Term Loans, Section 2.04(a), (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Groups of Eurodollar Loans, even if they begin on the same date, although borrowings of any Class may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Group of Eurodollar Loans of such Class with the same Interest Period), (v) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (vi) Swingline Loans may not be extended or converted pursuant to this Section 3.02. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion notice in the form of Exhibit 3.2 A-2 (each a “Notice of Extension/Conversion”) (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in or pursuant to Section 10.01, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 A.M. 1:00 P.M. (Milwaukeelocal time in Charlotte, Wisconsin timeNorth Carolina) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and subsections (b), and in (c) or ), (d), and (e) of Section 54.03. If the Borrower fails to request an extension or conversion of any Eurodollar Loan in accordance with this Section 3.02 or any such requested conversion or extension is not permitted by this Agreement, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Administrative Agent shall give each affected Lender notice as promptly as practicable of any such proposed extension or conversion of any Loan. Each extension or conversion shall be effected by each Lender and the Administrative Agent by recording for the account of such Lender the new Loan of such Lender resulting from such extension or conversion and reducing the Loan (or portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Loan (or portion thereof) being extended or converted shall be paid by the applicable Borrower (i) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (ii) otherwise, on the date of extension or conversion.

Appears in 1 contract

Samples: Credit Agreement (American Seafoods Group LLC)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event the conditions of Default is in existence on Section 5.2 shall have been satisfied as of the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest -------- Period" set forth in Section 1.1 and shall be in such minimum amounts as ------ provided in Section 2.l(b)(ii) 2.1(b)(ii), and (iv) any request for extension into, or conversion of of, a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b)Section 5.2. In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such conversion or extension is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Navigant International Inc)

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another Type; providedPROVIDED, however, that THAT (ia) except as provided pursuant to in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (iib) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iiic) Revolving Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b)(ii), (d) the total number of Eurodollar Loans outstanding at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with the same Interest Period) and (ive) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 EXHIBIT G hereto (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in specified in SCHEDULE 2.1(A), or at such other office as the Agent may designate in writing, prior to 10:30 A.M. 12:00 Noon (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Loans to be so extended or converted, the Types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs Section 4.2. In the event the Borrower fails to request an extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such requested conversion or extension is not permitted by this Amended Agreement, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion of any Revolving Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Revolving Loan of such Lender resulting from such extension or conversion and reducing the Revolving Loan (aor portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Revolving Loan (or portion thereof) being extended or converted shall be paid by the Borrower (A) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (b)B) otherwise, and in (c) on the date of extension or (d), of Section 5conversion.

Appears in 1 contract

Samples: Credit Agreement (Kendle International Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.2(b), and (iv) any request for extension Continuation or conversion Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension Continuation or conversion Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the 37 Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeDallas, Wisconsin Texas time) ), on the Business Day of, in the case of the conversion Conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension Continuation of a Eurodollar Loan as, or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension Continuation or conversionConversion, specifying the date of the proposed extension Continuation or conversionConversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b)Section 5.2. In the event the Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Revolving Loan.

Appears in 1 contract

Samples: Credit Agreement (Rockford Corp)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; providedPROVIDED, howeverHOWEVER, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest PeriodINTEREST PERIOD" set forth in Section 1.1 and shall be in such minimum amounts as provided in, with respect to Revolving Loans, Section 2.1(b)(ii) or, with respect to the Term Loan, Section 2.4(c), (iv) no more than ten (10) Eurodollar Loans shall be outstanding hereunder at any time, of which no more than seven (7) of such Eurodollar Loans shall be Revolving Loans and no more than (3) of such Eurodollar Loans shall be Term Loans (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in Section 2.l(b)(iiaccordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in SCHEDULE 2.1(a), or at such other office as the Agent may designate in writing, prior to 10:30 A.M. 12:00 P.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and subsections (b), and in (c) or ), (d), (e) and (f) of Section 55.2. In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (National Equipment Services Inc)

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Credit Loans into a subsequent permissible Interest Period or to convert Revolving Credit Loans into Revolving Credit Loans of another Typetype; provided, however, that (i) except as provided in Section 3.72.14, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Incipient Default or Event of Default is in existence on the date of extension or conversion, (iii) Revolving Credit Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b), (iv) no more than 5 separate Eurodollar Loans shall be outstanding hereunder at any time and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Credit Loans to be so extended or converted, the Types types of Revolving Credit Loans into which such Revolving Credit Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (bSection 5.2(a). In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such conversion or extension is not permitted or required by this Section, then such Loan shall be automatically converted into a Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Agent shall give each Bank notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Watson Wyatt & Co)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.10, Eurodollar Eurocurrency Loans may be converted into Prime Base Rate Loans or extended as Eurocurrency Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Eurocurrency Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Eurocurrency Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Eurocurrency Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and 2.2(b), (iv) any request for extension Continuation or conversion Conversion of a Eurodollar Eurocurrency Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) except as provided in Section 3.10, Foreign Currency Loans may be extended only as Eurocurrency Loans and may not be converted into Base Rate Loans. Each such extension or conversion The Borrower shall be effected by the Borrower by giving deliver a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 not later than 11:00 A.M. (Milwaukee, Wisconsin Charlotte time) (a) on the Business Day ofof the requested Continuation or Conversion in the case of the Conversion of a Eurocurrency Loan into a Base Rate Loan, (b) on the third Business Day prior to the date of the requested Continuation or Conversion in the case of the Continuation of a Eurocurrency Loan as, or Conversion of a Base Rate Loan into, a Eurocurrency Loan (that is not a Foreign Currency Loan), and (c) on the fourth Business Day prior to the date of the requested Contination or Conversion, in the case of the conversion Continuation of a Eurodollar Loan into a Prime Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Eurocurrency Loan as, or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Eurocurrency Loan that is a Foreign Currency Loan, . The Notice of Extension/Conversion shall specify (a) the date of the proposed extension Continuation or conversionConversion, specifying the date of the proposed extension or conversion, (b) the Loans to be so extended Continued or convertedConverted, (c) in the case of a Conversion, the Types type(s) of Loans and the Applicable Currency into which such Loans are to be converted and, and (d) if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of Section 5.Section

Appears in 1 contract

Samples: Credit Agreement (Ict Group Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.l(b)(ii2.2(b), (iv) no more than twelve (12) borrowings of Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension Continuation or conversion Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension Continuation or conversion Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 10:00 A.M. (MilwaukeeDallas, Wisconsin Texas time) on the Business Day of, in the case of the conversion Conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension Continuation of a Eurodollar Loan as, 41 or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension Continuation or conversionConversion, specifying the date of the proposed extension Continuation or conversionConversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (a) and (b), and in (c) or (d), of Section 55.2. In the event the Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically continued as a Eurodollar Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Friedmans Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (i) except as provided in Section Sections 3.6 and 3.7, Eurodollar Loans may be converted into Prime Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and 2.1(b)(ii), (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month, and (v) no Class B Revolving Loan may be converted into a Class A Revolving Loan, and no Class A Revolving Loan may be converted into a Class B Revolving Loan. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Rate Loan and on the third second Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of Section 5.

Appears in 1 contract

Samples: Credit Agreement (Journal Communications Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; providedPROVIDED, howeverHOWEVER, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" “INTEREST PERIOD” set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b)(ii), (iv) no more than ten Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in specified in SCHEDULE 2.1(A), or at such other office as the Administrative Agent may designate in writing, prior to 10:30 A.M. 12:00 Noon (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third second Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and subsections (b), and in (c) or ), (d), (e) and (f) of Section 55.2. In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Tractor Supply Co /De/)

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and 2.1(b)(ii), (iv) no more than 7 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period), (v) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month and (vi) during the Initial Interest Rate Period, all Eurodollar Loans shall have an Interest Period of one (1) month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (aii), (iii), (iv) and (b), and in (cv) or (d), of Section 5.

Appears in 1 contract

Samples: Credit Agreement (Personnel Group of America Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (ia) except as expressly provided otherwise in Section 3.7this Loan Agreement, Eurodollar LIBOR Rate Loans may be converted into Prime Alternate Base Rate Loans only on the last day of the Interest Period applicable thereto, (iib) Eurodollar LIBOR Rate Loans may be extended, and Prime Alternate Base Rate Loans may be converted into Eurodollar LIBOR Rate Loans, only if no Default or Event of Default is the conditions in existence on the date of extension or conversion, Section 4.2 have been satisfied and (iiic) Loans extended as, or converted into, Eurodollar LIBOR Rate Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any 2.2(a)(ii). Any request for extension or conversion of a Eurodollar LIBOR Rate Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) 1:00 P.M. on the Business Day of, in the case of the conversion of a Eurodollar LIBOR Rate Loan into a Prime Alternate Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar LIBOR Rate Loan as, or conversion of a Prime Alternate Base Rate Loan into, a Eurodollar LIBOR Rate Loan, the date of the proposed extension or conversion, specifying (i) the date of the proposed extension or conversion, (ii) the Loans to be so extended or converted, (iii) the Types of Loans into which such Loans are to be converted and, and (iv) if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b)Section 4.2. In the event the Borrower fails to request extension or conversion of any LIBOR Rate Loan in accordance with this Section, and in (c) or (d)any such conversion or extension is not permitted or required by this Section, then such LIBOR Rate Loan shall be converted to an Alternate Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Loan Agreement (Hewitt Associates Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Revolving Loans, Term Loans, Tranche C Term Loans into or New Term Loans, as the case may be, to Revolving Loans, Term Loans, Tranche C Term Loans or New Term Loans, respectively, of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate no Loans may be converted into into, or continued as, Eurodollar Loans, only Loans if no a Default or Event of Default is in existence on and the date of extension Total Aggregate Required Lenders or conversionthe Administrative Agent shall have determined that such conversion or continuation is inappropriate, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in, with respect to the Revolving Loans, Section 2.1(b)(ii), with respect to the Term Loans, Section 2.4(c), with respect to the Tranche C Term Loans, Section 2.5(c) or with respect to the New Term Loans, Section 2.6(c), (iv) no more than 10 Eurodollar Loans shall be outstanding under this Credit Agreement at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in Section 2.l(b)(iiaccordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in specified in Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (Milwaukee, Wisconsin New York City time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by be irrevocable. In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such conversion or extension is not permitted or required by this Section 3.2, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the matters specified in paragraphs (a) and (b), and in (c) Interest Period applicable thereto. The Administrative Agent shall give each affected Lender notice as promptly as practicable of any such proposed extension or (d), of Section 5conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Corrections Corp of America/Md)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.l(b)(ii2.2(b), (iv) no more than five (5) Eurodollar Loans which comprise Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension Continuation or conversion Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension Continuation or conversion Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion Conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension Continuation of a Eurodollar Loan as, or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension Continuation or conversionConversion, specifying the date of the proposed extension Continuation or conversionConversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (a) and ), (b), and in (c) or ), (d), of Section 5.) and

Appears in 1 contract

Samples: Credit Agreement (Ventiv Health Inc)

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another Type; provided, however, that (ia) except as provided in pursuant to Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (iib) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iiic) Revolving Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b)(ii), (d) the total number of Eurodollar Loans outstanding at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with the same Interest Period) and (ive) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 G hereto (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in specified in Schedule 2.1(a), or at such other office as the Agent may designate in writing, prior to 10:30 A.M. 12:00 Noon (MilwaukeeCincinnati, Wisconsin Ohio time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Loans to be so extended or converted, the Types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs Section 4.2. In the event the Borrower fails to request an extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such requested conversion or extension is not permitted by this Agreement, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion of any Revolving Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Revolving Loan of such Lender resulting from such extension or conversion and reducing the Revolving Loan (aor portion thereof) and (b), and in (c) of such Lender being extended or (d), of Section 5converted by an equivalent principal amount.

Appears in 1 contract

Samples: Credit Agreement (Kendle International Inc)

Extension and Conversion. The Subject to the terms of Section 5.2, the applicable Borrower shall have the option, on any Business Day, to extend existing Eurodollar Loans into a subsequent permissible Interest Period or to convert Base Rate Loans into Loans of another TypeEurodollar Loans; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Revolving Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.2(b), and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the applicable Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to to, in the case of Domestic Revolving Loans, the Domestic Administrative Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) or, in the case of Canadian Revolving Loans, the Canadian Administrative Agent prior to 11:00 A.M. (Toronto, Ontario time), on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Loans to be so extended or converted, the Types types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension of a Eurodollar Loan or conversion of a Base Rate Loan into a Eurodollar Loan shall be irrevocable and shall constitute a representation and warranty by the applicable Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of Section 5.

Appears in 1 contract

Samples: Credit Agreement (Railworks Corp)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans denominated in Dollars into Loans of another Typeinterest rate type or to convert Loans in Foreign Currencies into Dollars or to convert Loans in Dollars into Foreign Currencies; provided, however, that (i) except as provided Loans in Section 3.7, Eurodollar Loans Foreign Currencies may be converted into Prime Rate Dollars and Loans in Dollars may be converted into Foreign Currencies only on the last day of the Interest Period applicable thereto, (ii) Eurodollar except as provided in Section 3.06, LIBOR Loans and Euribor Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto unless the Borrower agrees to pay all Funding Losses, (iii) LIBOR Loans and Euribor Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar LIBOR Loans or Euribor Loans, only if no Default or Event of Default is the conditions in existence on the date of extension or conversionSection 4.02 have been satisfied, (iiiiv) Loans extended as, or converted into, Eurodollar LIBOR Loans or Euribor Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 1.01 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.01(c)(ii), and (ivv) any request for extension or conversion of a Eurodollar LIBOR Loan which or Euribor Loan that shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 written notice (or telephone notice promptly confirmed in writing) (a “Notice of Extension/Conversion”) to the Administrative Agent prior to 10:30 A.M. (Milwaukee10:00 a.m., Wisconsin New York City time) , on the LIBOR Business Day of or the Euribor Business Day of, as applicable, in the case of the conversion of a Eurodollar LIBOR Loan or Euribor Loan into a Prime Base Rate Loan Loan, and on the third LIBOR Business Day prior to or the third Euribor Business Day prior to, as applicable, in the case of the extension of a Eurodollar LIBOR Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar LIBOR Loan or the extension of a Euribor Loan as, or conversion of a Base Rate Loan into, a Euribor Loan, the date of the proposed extension or conversion, substantially in the form of Exhibit C hereto, specifying (A) the date of the proposed extension or conversion, (B) the Loans to be so extended or converted, (C) the Types types of Loans into which such Loans are to be converted andconverted, (D) if appropriate, the applicable Interest Periods with respect thereto, and (E) the currency of such Loans. Each request for extension or conversion Notice of Extension/Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (aSections 4.02(a) and (b), and in (c) or through (d). So long as there is no Default or Event of Default, in the event the Borrower does not request extension or conversion of Section 5any LIBOR Loan or Euribor Loan in accordance with this Section, or any such conversion or extension is not required by this Section, then such LIBOR Loan or Euribor Loan shall be continued as a Base Rate Loan at the end of each Interest Period applicable thereto, until the Borrower selects an alternate Interest Period or converts such Loans to LIBOR Loans or Euribor Loans. It is hereby understood and agreed that such failure by the Borrower to request such extension or conversion resulting in the automatic conversion of a LIBOR Loan or a Euribor Loan into a Base Rate Loan shall also constitute a representation and warranty by the Borrower of the matters specified in Sections 4.02(a) through (d). In the event any LIBOR Loans or Euribor Loans are not permitted to be converted into another LIBOR Loan or Euribor Loan hereunder, such LIBOR Loans or Euribor Loans shall automatically be converted to Base Rate Loans at the end of the applicable Interest Period with respect thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Cemex Sa De Cv)

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Credit Loans into a subsequent permissible Interest Period or to convert Revolving Credit Loans into Revolving Credit Loans of another Typetype; providedPROVIDED, howeverHOWEVER, that (i) except as provided in Section 3.72.14, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Incipient Default or Event of Default is in existence on the date of extension or conversion, (iii) Revolving Credit Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest PeriodINTEREST PERIOD" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b), (iv) no more than 5 separate Eurodollar Loans shall be outstanding hereunder at any time and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Credit Loans to be so extended or converted, the Types types of Revolving Credit Loans into which such Revolving Credit Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (bSection 5.2(a). In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such conversion or extension is not permitted or required by this Section, then such Loan shall be automatically converted into a Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Agent shall give each Bank notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Watson Wyatt & Co Holdings)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.2(b), and (iv) any request for extension Continuation or conversion Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension Continuation or conversion Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeDallas, Wisconsin Texas time) ), on the Business Day of, in the case of the conversion Conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension Continuation of a Eurodollar Loan as, or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension Continuation or conversionConversion, specifying the date of the proposed extension Continuation or conversionConversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b)Section 5.2. In the event the Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Revolving Loan.

Appears in 1 contract

Samples: Credit Agreement (Rehabcare Group Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable theretothereto unless the Borrower makes payment of any amounts then due and owing pursuant to Section 3.12, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" “INTEREST PERIOD” set forth in Section 1.1 and shall be in such minimum amounts as provided in, with respect to Revolving Loans, Section 2.1(b)(ii), or, with respect to the Tranche B Term Loan, Section 2.5(c), (iii) no more than 15 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in Section 2.l(b)(ii) and accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period), (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) Swingline Loans may not be extended or converted pursuant to this Section 3.2. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (Milwaukee, Wisconsin New York City time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each In the event the Borrower fails to request for extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such conversion or extension is not permitted or required by this Section 3.2, then such Eurodollar Loan shall constitute be automatically converted into a representation and warranty by Base Rate Loan at the Borrower end of the matters specified in paragraphs (a) and (b), and in (c) Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or (d), of Section 5conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Birds Eye Foods, Inc.)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (ia) except as expressly provided otherwise in Section 3.7this Agreement, Eurodollar SOFR Loans may be converted into Prime Alternate Base Rate Loans only on the last day of the Interest Period applicable thereto, (iib) Eurodollar SOFR Loans may be extended, and Prime Alternate Base Rate Loans may be converted into Eurodollar SOFR Loans, only if no Default or Event of Default is the conditions in existence on the date of extension or conversion, Section 4.2 have been satisfied and (iiic) Loans extended as, or converted into, Eurodollar SOFR Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any 2.1(b)(ii). Any request for extension or conversion of a Eurodollar SOFR Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writingwriting through delivery of a Notice of Extension/Conversion) to the Administrative Agent prior to 10:30 11:00 A.M. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar SOFR Loan into a Prime an Alternate Base Rate Loan Loan, and on the third RFR Business Day prior to, in the case of the extension of a Eurodollar SOFR Loan as, or conversion of a Prime an Alternate Base Rate Loan into, a Eurodollar SOFR Loan, the date of the proposed extension or conversion, specifying (i) the date of the proposed extension or conversion, (ii) the Loans to be so extended or converted, (iii) the Types of Loans into which such Loans are to be converted and, and (iv) if appropriateapplicable, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of Section 54.

Appears in 1 contract

Samples: Fourth Amended and Restated Credit Agreement (Hni Corp)

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typetype; providedPROVIDED, howeverHOWEVER, that (i) except as provided in pursuant to Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b)(ii), (iv) the total number of Eurodollar Loans outstanding at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with the same Interest Period) and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in specified in SCHEDULE 1.1C, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and subsections (b), and in (c) or ), (d), (e) and (f) of Section 5.Section

Appears in 1 contract

Samples: Credit Agreement (Flo Fill Co Inc)

Extension and Conversion. The Subject to the terms of Section 5.3, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.9, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b)(ii), Section 2.4(b)(ii), 2.5(b)(ii) and or 2.6(c), as applicable, (iv) no more than 10 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods and/or in different currencies shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period and in the same currency), (v) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion , (vi) during the Initial Interest Rate Period, all Eurodollar Loans shall have an Interest Period of one (1) month and (vii) Swingline Loans may not be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are converted pursuant to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b), and in (c) or (d), of this Section 53.

Appears in 1 contract

Samples: Credit Agreement (Genicom Corp)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (i) except as provided in Section Sections 3.6 and 3.7, Eurodollar Loans may be converted into Prime Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.1(b)(ii), and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Rate Loan and on the third second Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and ), (b), and in (c) or (d), of Section 55.2. In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Loans shall be automatically converted into Prime Rate Loans at the end of their Interest Period. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Journal Communications Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; provided, however, that (i) except as provided in Section 3.7, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one montha Base Rate Loan. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 A.M. 11:00 a.m. (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b)Section 4.2. In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such conversion or extension is not permitted or required by this Section, then such Loans shall be automatically converted into Base Rate Loans at the end of Section 5their Interest Period. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Senior Secured Revolving Credit Agreement (Midwest Express Holdings Inc)

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Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable theretothereto unless the Borrower makes payment of any amounts then due and owing pursuant to Section 3.12, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" “INTEREST PERIOD” set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(c), (iii) no more than 15 Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Schedule 2.1(a), or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (Milwaukee, Wisconsin New York City time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each In the event the Borrower fails to request for extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such conversion or extension is not permitted or required by this Section 3.2, then such Eurodollar Loan shall constitute be automatically converted into a representation and warranty by Base Rate Loan at the Borrower end of the matters specified in paragraphs (a) and (b), and in (c) Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or (d), of Section 5conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Birds Eye Foods, Inc.)

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.7-------- ------- 3.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set --------------- forth in Section 1.1 and shall be in such minimum amounts as provided in, with respect to Revolving Loans, Section 2.1(b)(ii), with respect to the Tranche A Term Loan, Section 2.3(c), or, with respect to the Tranche B Term Loan, Section 2.4(c), (iv) no more than fifteen (15) Eurodollar Loans (and, upon and after a consolidation of Tranche A Term Loan and Tranche B Term Loan as provided in Section 2.l(b)(ii2.5, no more than ten (10) Eurodollar Loans) shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in specified in Schedule 2.1(a), or at such other office as the Agent may designate in --------------- writing, prior to 10:30 A.M. (Milwaukee, Wisconsin time) 1:00 P.M. Central time on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and subsections (b), and in (c) or ), (d), (e) and (f) of Section 5.

Appears in 1 contract

Samples: Credit Agreement (Engineered Support Systems Inc)

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Eurodollar Loans into a subsequent permissible Interest Period or to convert Base Rate Loans into Loans of another TypeEurodollar Loans; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in in Section 2.l(b)(ii) 2.1 (c), and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension of a Eurodollar Loan or conversion of a Base Rate Loan into a Eurodollar Loan shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (a) and (b), and in (c) or (d), of Section 5.

Appears in 1 contract

Samples: Credit Agreement (Railworks Corp)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans the Term Loan into a subsequent permissible Interest Period or to convert Loans the Term Loan into Loans a Term Loan of another Type; provided, however, that (i) except as provided in Section 3.7, Eurodollar Loans may be converted into Prime Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans the portion of the Term Loan extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent Lender prior to 10:30 A.M. 12:00 noon (Milwaukee, Wisconsin time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans portion of the Term Loan to be so extended or converted, the Types of Loans Term Loan into which such Loans portion of the Term Loan are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (a) and (b)Section 4.2. In the event the Borrower fails to request extension or conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such conversion or extension is not permitted or required by this Section, then such portion of Section 5the Term Loan shall be automatically converted into Prime Rate Loans at the end of their Interest Period.

Appears in 1 contract

Samples: Credit Agreement (Lacrosse Footwear Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.7Sections 3.8, Eurodollar 3.9 and 3.11, LIBOR Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans any LIBOR loan may be extended, and Prime any Base Rate Loans Loan may be converted into Eurodollar Loans, to a LIBOR Loan only if no Default or Event of Default is the conditions in existence on the date of extension or conversionSection 4.2 have been satisfied, (iii) Loans extended as, or converted into, Eurodollar LIBOR Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.1(b)(ii), and (iv) any request for extension of or conversion of to a Eurodollar LIBOR Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar LIBOR Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar LIBOR Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar LIBOR Loan, the date of the proposed extension or conversion, specifying (A) the date of the proposed extension or conversion, (B) the Loans to be so extended or converted, (C) the Types types of Loans into which such Loans are to be converted and, if appropriate, (D) the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (a) through (d) of Section 4.2. In the event the Borrower fails to request extension of or conversion to any LIBOR Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then (i) in the case of a LIBOR Loan denominated in Dollars, such LIBOR Loan shall be continued as a LIBOR Loan denominated in Dollars at the end of the Interest Period applicable thereto for an Interest Period of one month, and (b)ii) in the case of LIBOR Loans in an Available Foreign Currency, and such LIBOR Loan shall be automatically continued as a LIBOR Loan in (c) the same Available Foreign Currency, for an Interest Period of one month. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or (d), of Section 5conversion affecting any Loan.

Appears in 1 contract

Samples: 364 Day Revolving Credit Agreement (Nucor Corp)

Extension and Conversion. The Subject to the terms of Section 4.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another Type; providedPROVIDED, however, that THAT (ia) except as provided in pursuant to Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (iib) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iiic) Revolving Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b)(ii), (d) the total number of Eurodollar Loans outstanding at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with the same Interest Period) and (ive) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 EXHIBIT I hereto (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in specified in SCHEDULE 2.1(a), or at such other office as the Agent may designate in writing, prior to 10:30 A.M. 12:00 Noon (MilwaukeeCincinnati, Wisconsin Ohio time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Loans to be so extended or converted, the Types of Revolving Loans into which such Revolving Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs Section 4.2. In the event the Borrower fails to request an extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such requested conversion or extension is not permitted by this Agreement, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion of any Revolving Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Revolving Loan of such Lender resulting from such extension or conversion and reducing the Revolving Loan (aor portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Revolving Loan (or portion thereof) being extended or converted shall be paid by the Borrower (A) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (b)B) otherwise, and in (c) on the date of extension or (d), of Section 5conversion.

Appears in 1 contract

Samples: Credit Agreement (Kendle International Inc)

Extension and Conversion. The Borrower Borrowers shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typetype; provided, however, that (i) except as provided in Section 3.73.06, -------- ------- Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and 2.01(b), (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) Swingline Loans may not be converted or extended pursuant to this Section 3.03. Each such extension or conversion shall be effected by the Borrower Borrowers by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 A.M. 1:00 P.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower Borrowers of the matters specified in paragraphs Sections 5.02(b), (ac) and (b), and in (c) or (d). In the event the Borrowers fail to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Loans shall be automatically converted into Base Rate Loans at the end of Section 5their Interest Period. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Jp Foodservice Inc)

Extension and Conversion. The Borrower Borrowers shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typetype; provided, however, that (i) except as provided in Section 3.73.06, -------- ------- Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.01(b) and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower Borrowers by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 A.M. 1:00 P.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower Borrowers of the matters specified in paragraphs Sections 5.02(b), (ac) and (b), and in (c) or (d). In the event the Borrowers fail to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Loans shall be automatically converted into Base Rate Loans at the end of Section 5their Interest Period. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: 364 Day Credit Agreement (Jp Foodservice Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.2(b) and (iv) any request for extension Continuation or conversion Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension Continuation or conversion Conversion shall be effected by the applicable Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) ), on the Business Day of, in the case of the conversion Conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension Continuation of a Eurodollar Loan as, or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension Continuation or conversion, specifying the date of the proposed extension or conversionConversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the applicable Borrower of the matters specified in paragraphs (a) and (b)Section 5.2. In the event the applicable Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically Converted into a Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Revolving Loan.

Appears in 1 contract

Samples: Credit Agreement (Take Two Interactive Software Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in, with respect to Revolving Loans, Section 2.1(b)(ii), or, with respect to the Term Loan, Section 2.4(c), (iii) no more than five (5) Eurodollar Loans which are Revolving Loans and five (5) Eurodollar Loans which are Term Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in Section 2.l(b)(ii) and accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period), (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) Swingline Loans may not be extended or converted pursuant to this Section 3.2. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in Schedule 2.1(a), or at such other office as the Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each In the event the Borrower fails to request for extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such conversion or extension is not permitted or required by this Section 3.2, then such Eurodollar Loan shall constitute be automatically converted into a representation and warranty by Base Rate Loan at the Borrower end of the matters specified in paragraphs (a) and (b), and in (c) Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or (d), of Section 5conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Healthtronics Surgical Services Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar LIBOR Loans may be converted into Prime Base Rate Loans or extended as LIBOR Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar LIBOR Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in, with respect to Revolving Loans, Section 2.1(b)(ii), (iii) no more than ten (10) LIBOR Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, LIBOR Loans with different Interest Periods shall be considered as separate LIBOR Loans, even if they begin on the same date, although borrowings, extensions and conversions may, in Section 2.l(b)(ii) and accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new LIBOR Loan with a single Interest Period), (iv) any request for extension or conversion of a Eurodollar LIBOR Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) Swingline Loans may not be extended or converted pursuant to this Section 3.2. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in Section 11.1, or at such other office as the Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeAtlanta, Wisconsin Georgia time) on the Business Day of, in the case of the conversion of a Eurodollar LIBOR Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar LIBOR Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar LIBOR Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each In the event the Borrower fails to request for extension or conversion of any LIBOR Loan in accordance with this Section 3.2, or any such conversion or extension is not permitted or required by this Section 3.2, then such LIBOR Loan shall constitute be automatically converted into a representation and warranty by Base Rate Loan at the Borrower end of the matters specified in paragraphs (a) and (b), and in (c) Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or (d), of Section 5conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Healthtronics Surgical Services Inc)

Extension and Conversion. The Borrower shall have the option, on any Business DayDay prior to the Termination Date, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typetype; provided, however, that (i) except as provided in Section 3.72.10, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and 2.1(b)(ii), (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one monthmonth and (v) Swingline Loans and Competitive Loans may not be extended or converted pursuant to this Section 2.5. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Agent prior to 10:30 10:00 A.M. (MilwaukeeSan Francisco, Wisconsin California time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (aSections 3.2(b), 3.2(c) and (b3.2(d). In the event the Borrower fails to request extension of or conversion into any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such conversion or extension is not permitted or required by this Section, then such Loans shall be automatically converted into Base Rate Loans at the end of Section 5their Interest Period. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Sonoco Products Co)

Extension and Conversion. The Subject to the terms of Section 4.4, the Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Type; providedPROVIDED, however, that THAT (i) except as provided pursuant to in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b)(ii), (iv) the total number of Eurodollar Loans outstanding at any time shall be no greater than the maximum number provided in Section 2.1(a) (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings may, in accordance with the provisions hereof, be combined through extensions or conversions at the end of existing Interest Periods to constitute a single new Eurodollar Loan with the same Interest Period) and (ivv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one (1) month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 EXHIBIT I hereto (or telephone telephonic notice promptly confirmed in writing) to the office of the Agent specified in specified in SCHEDULE 2.1(a), or at such other office as the Agent may designate in writing, prior to 10:30 A.M. 12:00 Noon (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs Section 4.4. In the event the Borrower fails to request an extension or conversion of any Eurodollar Loan in accordance with this Section 3.2, or any such requested conversion or extension is not permitted by this Agreement, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion of any Loan. Each extension or conversion shall be effected by each Lender and the Agent by recording for the account of such Lender the new Loan of such Lender resulting from such extension or conversion and reducing the Loan (aor portion thereof) of such Lender being extended or converted by an equivalent principal amount. Accrued interest on a Loan (or portion thereof) being extended or converted shall be paid by the Borrower (A) with respect to any Base Rate Loan being converted to a Eurodollar Loan, on the last day of the first fiscal quarter of the Borrower ending on or after the date of conversion and (b)B) otherwise, and in (c) on the date of extension or (d), of Section 5conversion.

Appears in 1 contract

Samples: Credit Agreement (Kendle International Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Revolving Loans into a subsequent permissible Interest Period or to convert Revolving Loans into Revolving Loans of another Type; provided, however, that (ia) except as expressly provided otherwise in Section 3.7this Credit Agreement, Eurodollar LIBOR Rate Loans may be converted into Prime Alternate Base Rate Loans only on the last day of the Interest Period applicable thereto, (iib) Eurodollar LIBOR Rate Loans may be extended, and Prime Alternate Base Rate Loans may be converted into Eurodollar LIBOR Rate Loans, only if no Default or Event of Default is the conditions in existence on the date of extension or conversion, Section 4.2 have been satisfied and (iiic) Loans extended as, or converted into, Eurodollar LIBOR Rate Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) and (iv) any 2.1(b)(ii). Any request for extension or conversion of a Eurodollar LIBOR Rate Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) to the Administrative Agent prior to 10:30 A.M. (Milwaukee, Wisconsin time) 1:00 P.M. on the Business Day of, in the case of the conversion of a Eurodollar LIBOR Rate Loan into a Prime Alternate Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar LIBOR Rate Loan as, or conversion of a Prime Alternate Base Rate Loan into, a Eurodollar LIBOR Rate Loan, the date of the proposed extension or conversion, specifying (i) the date of the proposed extension or conversion, (ii) the Revolving Loans to be so extended or converted, (iii) the Types of Revolving Loans into which such Loans are to be converted and, if appropriate, appropriate and (iv) the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs Section 4.2. In the event the Borrower fails to request extension or conversion of any LIBOR Rate Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such LIBOR Rate Loan shall be converted to an Alternate Base Rate Loan at the end of the Interest Period applicable thereto. Upon notice to the Borrower by the Administrative Agent or the Required Lenders (aor, in the case of an Event of Default under Section 6.1(i) and (bor 6.1(j) hereof with respect to the Borrower, without notice), and in (c) no borrowing of LIBOR Rate Loans shall be advanced, continued, or (d), created by conversion if any Event of Section 5Default then exists. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Revolving Loan.

Appears in 1 contract

Samples: Credit Agreement (Hewitt Associates Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans denominated in Dollars into Loans of another Typeinterest rate type or to convert Loans in Foreign Currencies into Dollars or to convert Loans in Dollars into Foreign Currencies; provided, however, that (i) except as provided Loans in Section 3.7, Eurodollar Loans Foreign Currencies may be converted into Prime Rate Dollars and Loans in Dollars may be converted into Foreign Currencies only on the last day of the Interest Period applicable thereto, (ii) Eurodollar except as provided in Section 3.06, LIBOR Loans and Euribor Loans may be converted into Base Rate Loans only on the last day of the Interest Period applicable thereto unless the Borrower agrees to pay all Funding Losses, (iii) LIBOR Loans and Euribor Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar LIBOR Loans or Euribor Loans, only if no Default or Event of Default is the conditions in existence on the date of extension or conversionSection 4.02 have been satisfied, (iiiiv) Loans extended as, or converted into, Eurodollar LIBOR Loans or Euribor Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 1.01 and shall be in such minimum amounts as provided in Section 2.l(b)(ii) 2.01(c)(ii), and (ivv) any request for extension or conversion of a Eurodollar LIBOR Loan which or Euribor Loan that shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 written notice (or telephone notice promptly confirmed in writing) (a "Notice of Extension/Conversion") to the Administrative Agent prior to 10:30 A.M. (Milwaukee10:00 a.m., Wisconsin New York City time) , on the LIBOR Business Day of or the Euribor Business Day of, as applicable, in the case of the conversion of a Eurodollar LIBOR Loan or Euribor Loan into a Prime Base Rate Loan Loan, and on the third LIBOR Business Day prior to or the third Euribor Business Day prior to, as applicable, in the case of the extension of a Eurodollar LIBOR Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar LIBOR Loan or the extension of a Euribor Loan as, or conversion of a Base Rate Loan into, a Euribor Loan, the date of the proposed extension or conversion, substantially in the form of Exhibit C hereto, specifying (A) the date of the proposed extension or conversion, (B) the Loans to be so extended or converted, (C) the Types types of Loans into which such Loans are to be converted andconverted, (D) if appropriate, the applicable Interest Periods with respect thereto, and (E) the currency of such Loans. Each request for extension or conversion Notice of Extension/Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs (aSections 4.02(a) and (b), and in (c) or through (d). So long as there is no Default or Event of Default, in the event the Borrower does not request extension or conversion of Section 5any LIBOR Loan or Euribor Loan in accordance with this Section, or any such conversion or extension is not required by this Section, then such LIBOR Loan or Euribor Loan shall be continued as a Base Rate Loan at the end of each Interest Period applicable thereto, until the Borrower selects an alternate Interest Period or converts such Loans to LIBOR Loans or Euribor Loans. It is hereby understood and agreed that such failure by the Borrower to request such extension or conversion resulting in the automatic conversion of a LIBOR Loan or a Euribor Loan into a Base Rate Loan shall also constitute a representation and warranty by the Borrower of the matters specified in Sections 4.02(a) through (d). In the event any LIBOR Loans or Euribor Loans are not permitted to be converted into another LIBOR Loan or Euribor Loan hereunder, such LIBOR Loans or Euribor Loans shall automatically be converted to Base Rate Loans at the end of the applicable Interest Period with respect thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Cemex Sa De Cv)

Extension and Conversion. The Borrower Subject to the terms of Section 5.2, the Borrowers shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is in existence on the date of extension or conversionconversion and the conditions set forth in subsections (a), (b) and (c) of Section 5.2 have been satisfied, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in in, Section 2.l(b)(ii) 2.1(b)(ii), and (iv) any request for extension or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower Borrowers by giving a Notice of Extension/Conversion Conversion, in the form of Exhibit 3.2 (or telephone notice promptly confirmed in writing) 3.2, to the Agent prior to 10:30 A.M. 12:00 Noon (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension or conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower Borrowers of the matters specified in paragraphs subsections (a) and (b), and in through (c) or (d), of Section 55.2. In the event the Borrowers fail to request extension or conversion of any Eurodollar Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Agent shall give each Lender notice as promptly as practicable of any such proposed extension or conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Central Parking Corp)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.l(b)(ii2.2(b), (iv) no more than ten (10) Eurodollar Loans which comprise Revolving Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension Continuation or conversion Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension Continuation or conversion Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion Conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension Continuation of a Eurodollar Loan as, or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension Continuation or conversionConversion, specifying the date of the proposed extension Continuation or conversionConversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (a) and ), (b), and in (c) or ), (d), ) and (e) of Section 55.2. In the event the Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Snyder Communications Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as -------- ------- provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) without the consent of the Required Lenders, Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension Continuation or conversionConversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided --------------- in Section 2.l(b)(ii2.2(b), (iv) no more than twelve (12) borrowings of Eurodollar Loans shall be outstanding hereunder at any time (it being understood that, for purposes hereof, Eurodollar Loans with different Interest Periods shall be considered as separate Eurodollar Loans, even if they begin on the same date, although borrowings, Continuations and Conversions may, in accordance with the provisions hereof, be combined at the end of existing Interest Periods to constitute a new Eurodollar Loan with a single Interest Period) and (ivv) any request for extension Continuation or conversion Conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension Continuation or conversion Conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion Conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension Continuation of a Eurodollar Loan as, or conversion Conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension Continuation or conversionConversion, specifying the date of the proposed extension Continuation or conversionConversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension Continuation or conversion Conversion shall be irrevocable and shall constitute a representation and warranty by the Borrower of the matters specified in paragraphs subsections (a) and (b), and in (c) or (d), of Section 55.2. In the event the Borrower fails to request Continuation or Conversion of any Eurodollar Loan in accordance with this Section, or any such Conversion or Continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically continued as a Eurodollar Loan with an Interest Period of one month at the end of the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed Continuation or Conversion affecting any Loan.

Appears in 1 contract

Samples: Credit Agreement (Friedmans Inc)

Extension and Conversion. The Borrower shall have the option, on any Business Day, to extend existing Loans into a subsequent permissible Interest Period or to convert Loans into Loans of another Typeinterest rate type; provided, however, that (i) except as provided in Section 3.73.8, Eurodollar Loans may be converted into Prime Base Rate Loans or extended as Eurodollar Loans for new Interest Periods only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Loans, only if no Default or Event of Default is the conditions precedent set forth in existence Section 5.2 are satisfied on the date of extension continuation or conversion, (iii) Loans extended as, or converted into, Eurodollar Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.2(b) and (iv) any request for extension continuation or conversion of a Eurodollar Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension continuation or conversion shall be effected by the applicable Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 (or telephone telephonic notice promptly confirmed in writing) to the office of the Administrative Agent specified in Section 11.1, or at such other office as the Administrative Agent may designate in writing, prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) ), on the Business Day of, in the case of the conversion of a Eurodollar Loan into a Prime Base Rate Loan Loan, and on the third Business Day prior to, in the case of the extension continuation of a Eurodollar Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension continuation or conversion, the Loans to be so extended or converted, the Types types of Loans into which such Loans are to be converted and, if appropriate, the applicable Interest Periods with respect thereto. Each request for extension continuation or conversion shall be irrevocable and shall constitute a representation and warranty by the applicable Borrower of the matters specified in paragraphs (a) and (b)Section 5.2. In the event the applicable Borrower fails to request continuation or conversion of any Eurodollar Loan in accordance with this Section, and in (c) or (d)any such conversion or continuation is not permitted or required by this Section, then such Eurodollar Loan shall be automatically converted into a Base Rate Loan at the end of Section 5the Interest Period applicable thereto. The Administrative Agent shall give each Lender notice as promptly as practicable of any such proposed continuation or conversion affecting any Revolving Loan.

Appears in 1 contract

Samples: Credit Agreement (Take Two Interactive Software Inc)

Extension and Conversion. The Subject to the terms of Section 5.2, the Borrower shall have the option, on any Business Day, to extend existing Revolving Credit Loans into a subsequent permissible Interest Period or to convert Revolving Credit Loans into Revolving Credit Loans of another Typetype; provided, however, that (i) except as provided in Section 3.72.14, Eurodollar Eurocurrency Loans may be converted into Prime Base Rate Loans only on the last day of the Interest Period applicable thereto, (ii) Eurodollar Eurocurrency Loans may be extended, and Prime Base Rate Loans may be converted into Eurodollar Eurocurrency Loans, only if no Incipient Default or Event of Default is in existence on the date of extension or conversion, (iii) Revolving Credit Loans extended as, or converted into, Eurodollar Eurocurrency Loans shall be subject to the terms of the definition of "Interest Period" set forth in Section 1.1 and shall be in such minimum amounts as provided in Section 2.l(b)(ii2.1(b), (iv) no more than 5 separate Eurocurrency Loans shall be outstanding hereunder at any time and (ivv) any request for extension or conversion of a Eurodollar Eurocurrency Loan which shall fail to specify an Interest Period shall be deemed to be a request for an Interest Period of one month. Each such extension or conversion shall be effected by the Borrower by giving a Notice of Extension/Conversion in the form of Exhibit 3.2 written notice (or telephone notice promptly confirmed in writing) in substantially the form of Exhibit 2.4 (each a "Notice of Extension/Conversion") to the Agent prior to 10:30 11:00 A.M. (MilwaukeeCharlotte, Wisconsin North Carolina time) on the Business Day of, in the case of the conversion of a Eurodollar Eurocurrency Loan into a Prime Base Rate Loan and Loan, on the third Business Day prior to, in the case of the extension of a Eurodollar Eurocurrency Loan (other than a Foreign Currency Loan) as, or conversion of a Base Rate Loan into, a Eurocurrency Loan (other than a Foreign Currency Loan), and on the fifth Business Day prior to, in the case of the extension of a Foreign Currency Loan as, or conversion of a Prime Base Rate Loan into, a Eurodollar Foreign Currency Loan, the date of the proposed extension or conversion, specifying the date of the proposed extension or conversion, the Revolving Credit Loans to be so extended or converted, the Types types of Revolving Credit Loans into which such Revolving Credit Loans are to be converted and, if appropriate, the applicable currency and the applicable Interest Periods with respect thereto. Each request for extension or conversion shall constitute a representation and warranty by the Borrower that of the matters specified in paragraphs Section 5.2. In the event the Borrower fails to request extension or conversion of any Eurocurrency Loan in accordance with this Section, or any such conversion or extension is not permitted or required by this Section, then (ai) if such Loan is a Eurocurrency Loan denominated in US Dollars, such Loan shall be automatically converted into a Base Rate Loan at the end of the Interest Period applicable thereto and (b)ii) if such Loan is a Foreign Currency Loan, such Loan shall be automatically extended as a Eurocurrency Loan in the same Available Foreign Currency for an Interest Period of one month. The Agent shall give each Bank notice as promptly as practicable of its receipt of a Notice of Extension/Conversion and in (c) or (d), of Section 5the contents thereof.

Appears in 1 contract

Samples: Credit Agreement (Watson Wyatt & Co Holdings)

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