Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result of: (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan; (b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation; (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06; (d) the prepayment or other payment of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or (e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (West Marine Inc), Credit Agreement (West Marine Inc)
Funding Losses. The Company shall Borrowers agree to reimburse each the Bank and to hold each -------------- the Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment or required prepayment of principal of any Offshore Rate LoanLoan (including payments made after any acceleration thereof);
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan make any prepayment permitted hereunder after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuationgiving notice thereof;
(c) the failure repayment of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment of an Offshore Rate a Loan on a day that which is not the last day of the relevant an Interest Period (including mandatory prepayments required pursuant whether due to Section 2.07 and payments after acceleration thereofacceleration, DEMAND, or otherwise); or
(ed) the automatic conversion under failure for any reason (other than a wrongful default by the Bank) of a Borrower to borrow any Loan after notice has been given to the Bank in accordance with Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that 2.1 hereof (whether or not such notice is not the last day of the relevant Interest Periodwithdrawn); including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate the Loans hereunder at a rate based on LIBOR or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For Solely for purposes of calculating amounts payable by the Company Borrowers to the Banks Bank under this Section and under Section 4.03(a)section, each Offshore Rate Loan made by bearing interest at a Bank rate based on LIBOR (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in Dollars in the interbank eurodollar market for a comparable amount and for a comparable periodthe respective Interest Period, whether or not such Offshore Rate Loan is was in fact so funded.
Appears in 2 contracts
Samples: Pledge and Security Agreement (DWG Acquisition Group L P), Pledge and Security Agreement (Triarc Companies Inc)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense excluding consequential losses which the Bank Lender may sustain or incur as a result consequence of:
: (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate LIBOR Loan;
; (b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
Conversion/Continuation (including by reason of the failure to satisfy any condition precedent thereto); (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
2.04; (d) the prepayment (including pursuant to Section 2.05 or 2.06) or other payment (including after acceleration thereof) of an Offshore Rate LIBOR Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
or (e) the automatic conversion under Section 2.04 2.03 of any Offshore Rate LIBOR Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate LIBOR Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(aSubsection 3.03(a), each Offshore Rate LIBOR Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate LIBOR for such Offshore Rate LIBOR Loan by a matching deposit or other borrowing in the interbank eurodollar Eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate LIBOR Loan is in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (BreitBurn Energy Partners L.P.), Credit Agreement (Ivanhoe Energy Inc)
Funding Losses. The Company Borrower shall reimburse each Bank Lender and hold harmless each -------------- Bank harmless Lender from any loss or expense which the Bank such Lender may sustain or incur as a result direct consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore LIBOR Rate Loan;
(b) the failure of the Company Borrower to borrow, continue or convert a LIBOR Rate Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;/Conversion; or
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore LIBOR Rate Loan to a Base Rate Loan Loans on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore LIBOR Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, obtained (but excluding any consequential or exemplary damagesloss of anticipated profit). The Borrower shall also pay any customary and reasonable administrative fees charged by any Lender in connection with the foregoing. For purposes of calculating amounts payable by the Company Borrower to the Banks a Lender under this Section and under Section 4.03(a)4.4, such Lender shall be deemed to have funded each Offshore LIBOR Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded it at the LIBOR Offshore Base Rate used in determining the Offshore LIBOR Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the applicable offshore interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore LIBOR Rate Loan is was in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (Saks Inc), Credit Agreement (Saks Inc)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (Ameriserve Transportation Inc), Credit Agreement (Nebco Evans Holding Co)
Funding Losses. The Company Holdings shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the such Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Holdings to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company Holdings to borrow, continue or convert a Loan after the Company Holdings has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Holdings to make any prepayment in accordance with any notice delivered under Section 2.062.05, 2.07 or 2.08;
(d) the prepayment (including pursuant to Section 2.05, 2.07, 2.08 or 4.02(b)) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; orand
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Holdings to the Banks under this Section and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the London interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (Building Materials Holding Corp), Credit Agreement (Building Materials Holding Corp)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or Borrowing, a Notice of Conversion/ ContinuationContinuation or similar notice;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.08;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereofincluding, without limitation, in connection with the syndication of the Commitments); or;
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 2 contracts
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;2.7; -68- 79
(d) the prepayment (including pursuant to Section 2.8) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 subsection 2.4(a) of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded. In connection with any assignment by any of BofA, Chase or BTCo. pursuant to Section 11.8(a) of any portion of the Loans or Commitments made prior to the earlier to occur of (i) the completion of the syndication of the facilities hereunder (as determined by the Arrangers) and (ii) 180 days following the Restatement Date, if the Company has an Offshore Rate Loan outstanding an interest in which is being assigned, then, unless the assigning Lender in its discretion agrees otherwise, the Company shall be deemed to have repaid any such Offshore Rate Loan as of such date and this Section 4.4 shall apply to any such deemed repayment.
Appears in 2 contracts
Samples: Credit Agreement (Del Monte Foods Co), Credit Agreement (Del Monte Foods Co)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result of:
consequence of (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore LIBO Rate Loan;
; (b) the failure of the Company to borrow, continue a LIBO Rate Loan or to convert a Base Rate Loan to a LIBO Rate Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice Conversion/Continuation (including by reason of Conversion/ Continuation;
the failure to satisfy any condition precedent thereto); (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
Sections 2.4 or 2.5; (d) the prepayment (including pursuant to Sections 2.4 or 2.5) or other payment (including after acceleration thereof) of an Offshore a LIBO Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
or (e) the automatic conversion under Section 2.04 2.3 of any Offshore LIBO Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore LIBO Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section 3.4 and under Section 4.03(a3.3(a), each Offshore LIBO Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore LIBO Rate for such Offshore LIBO Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore LIBO Rate Loan is in fact so funded.
Appears in 2 contracts
Samples: Term Loan Agreement (Venoco, Inc.), Term Loan Agreement (Venoco, Inc.)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(ai) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(bii) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(ciii) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(div) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(ev) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (Waterlink Inc), Credit Agreement (Waterlink Inc)
Funding Losses. The Company Companies shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Companies to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of either of the Company Companies to borrow, continue or convert a Committed Loan after either of the Company has Companies have given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Companies to make any prepayment of any Committed Loan in accordance with any notice delivered under Section 2.062.08;
(d) the prepayment (including pursuant to Section 2.08 or 2.09) or other payment (including after acceleration thereof) of an any Offshore Rate Loan or Absolute Rate Bid Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Committed Loan to a Base Rate Committed Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment re-employment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Companies to the Banks under this Section and under Section 4.03(asubsection 3.03(a), each Offshore Rate Committed Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Rate used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (St Jude Medical Inc), Credit Agreement (St Jude Medical Inc)
Funding Losses. The Company Within fifteen days after demand, the Borrower shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank may sustain that such Lender has sustained or incur incurred as a result consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal or interest of any Offshore Rate LIBOR Loan or Peso Loan;,
(b) the failure of the Company Borrower to borrow, continue or convert borrow a Loan after on the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;Restatement Date,
(c) the failure of the Company Borrower to make any prepayment of any LIBOR Loan or Peso Loan in accordance with any notice delivered under Section 2.06;2.4, and
(d) the prepayment or other payment of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(ethereof for any reason) the automatic conversion under Section 2.04 of any Offshore Rate a LIBOR Loan to or a Base Rate Peso Loan on a day that is not the last day of the relevant Interest Period; , in each case other than a prepayment required pursuant to Section 3.2(b), including any such loss or expense arising from the liquidation or reemployment of funds obtained by it such Lender to maintain its Offshore Rate LIBOR Loans or Peso Loans, as the case may be (but excluding loss of the Applicable Margin for the period after any such payment or failure to borrow or prepay), or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrower to the Banks Lenders under this Section and under Section 4.03(a3.3(a), each Offshore Rate LIBOR Loan and Peso Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) conclusively shall be conclusively deemed to have been funded at LIBOR (Reserve Adjusted) or the LIBOR used in determining the Offshore Peso Rate for (as applicable) applicable to such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 2 contracts
Samples: Credit Agreement (Axtel Sab De Cv), Credit Agreement (Axtel Sab De Cv)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrower shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company Borrower to borrow, continue or convert a Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Borrower to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrower to the Banks Lenders under this Section 3.04 and under Section 4.03(a3.03(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant Period, provided that this Section 3.4 shall not apply in respect of any Bank which, under Section 2.13(a), does not make an amount available to Section 2.07 and payments after acceleration thereof)the Agent on the Business Day following any Borrowing Date; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (National Surgery Centers Inc \De\)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore LIBOR Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Committed Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment of any Committed Loan in accordance with any notice delivered under Section 2.062.8;
(d) the prepayment (including pursuant to Section 2.8 or) or other payment (including after acceleration thereof) of an Offshore any LIBOR Rate Loan or Bid Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore LIBOR Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore LIBOR Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, obtained but excluding any consequential or exemplary damagessuch loss shall not include failure to receive the Applicable Margin. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 4.3(a), each Offshore LIBOR Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore LIBOR Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore LIBOR Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Revolving Credit Agreement (Wisconsin Central Transportation Corp)
Funding Losses. The Company Companies shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the such Bank may sustain or incur as a result consequence of:
(a) the failure of the any Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the any Company to borrow, continue or convert a Loan after the such Company has given (or is deemed to have given) a an Irrevocable Notice of Borrowing or a Notice of Conversion/ ContinuationSyndicated Activity;
(c) the failure of the any Company to make any prepayment in accordance with any notice delivered under Section 2.06SECTION 2.9 or 2.11;
(d) the prepayment (including pursuant to SECTION 2.9 or 2.11) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 SECTION 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or loan charges relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company Companies to the Banks under this Section and under Section 4.03(aSECTION 5.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar eurocurrency market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company applicable Borrower shall reimburse each Bank Lender -------------- and hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company such Borrower to borrow, continue or convert a an Offshore Rate Loan after the Company such Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ ContinuationConversion/Continuation therefor;
(cb) the failure of the Company such Borrower to make any prepayment of any Loan in accordance with any notice delivered under Section 2.06;2.7; -----------
(dc) the prepayment (including pursuant to Section 2.7, 2.8 or 4.2(b)) ----------- --- ------ or other payment (including after acceleration thereof) of an the principal of any Offshore Rate Loan on a day that is not the last day of the relevant an Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)therefor; or
(ed) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan in ----------- U.S. Dollars to a Base Rate Loan on a day that is not the last day of the relevant an Interest PeriodPeriod therefor; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate the applicable Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company a Borrower to the Banks any Lender under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank Lender (and each ----------------- related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Offshore Rate used in determining the Offshore Rate interest rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar eurocurrency market for a comparable amount and for a comparable periodperiod and in the same Applicable Currency, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Each Credit Party shall reimburse each Bank Lender and -------------- hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur (other than as a result of Section 4.05) as a consequence of:: ------------
(ai) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(bii) the failure of the Company such Credit Party to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(ciii) the failure of the Company such Credit Party to make any prepayment in accordance with any notice delivered under Section 2.06;; ------------
(div) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(ev) the automatic conversion under Section 2.04 of any Offshore ------------ Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank Lender --------------- (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section SECTION 2.06;
(d) the prepayment (including pursuant to SECTION 2.01(d), 2.05, 2.06 or 2.07(b)) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section SECTION 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section SUBSECTION 4.03(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the offshore dollar interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrowers shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company any Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company any Borrower to borrow, continue or convert a Loan after the Company such Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company any Borrower to make any prepayment in accordance with any notice delivered under Section 2.062.7;
(d) the prepayment (including pursuant to Section 2.7 or 2.8) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company a Borrower to the Banks under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar offshore market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Schawk Inc)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
: (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
; (b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
Continuation (including by reason of the failure to satisfy any condition precedent thereto); (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
; (d) the prepayment (including pursuant to Section 2.07 or 2.08) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
or (e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section Subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or reasonable expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or Borrowing, a Notice of Conversion/ ContinuationContinuation or accepted a Competitive Bid;
(c) the failure of the Company to make any prepayment of a Committed Loan in accordance with any notice delivered under Section 2.062.9;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Committed Loan to a Base Rate Committed Loan on a day that is not the last day of the relevant Interest Period; including any such loss or reasonable expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from changes relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Offshore Rate used in determining the Offshore Rate interest rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Truserv Corp)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Cb Commercial Real Estate Services Group Inc)
Funding Losses. The Company Borrowers shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment of principal of any Offshore Rate LIBOR Loan;
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan after the Company Borrower Representative has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Borrowers to make any prepayment in accordance with any notice delivered under Section 2.062.07 or 2.08;
(d) the prepayment (including pursuant to Section 2.08 or in connection with Section 4.08) or other payment (including after acceleration thereof) of an Offshore Rate a LIBOR Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.06 of any Offshore Rate LIBOR Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate LIBOR Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrowers to the Banks Lenders under this Section and under Section 4.03(a), each Offshore Rate LIBOR Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate LIBOR for such Offshore Rate LIBOR Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate LIBOR Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrower shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore Rate LoanLoan (including after any acceleration thereof);
(b) the failure of the Company Borrower to borrow, continue or convert a Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company Borrower to make any prepayment in accordance with any notice delivered under Section 2.062.7;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans hereunder or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesCanadian Dollar Loans. For purposes of calculating amounts payable by the Company Borrower to the Banks under this Section and under Section 4.03(a3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Offshore Rate used in determining the Offshore Rate interest rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Mail Well Inc)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion / Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Vista Eyecare Inc)
Funding Losses. The Upon five days notice by the relevant Bank accompanied by a certificate showing in reasonable detail the calculation of such amount, the Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall Borrowers agree to reimburse each Bank and to hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment or mandatory prepayment of principal of any Offshore Rate LoanLoan (including payments made after any acceleration thereof);
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan after the Company any Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Borrowers to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment (including pursuant to Section 2.07) of an Offshore Rate Loan on a day that which is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)with respect thereto; or
(e) the automatic conversion under pursuant to Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant respective Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans hereunder or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For Solely for purposes of calculating amounts payable by the Company Borrower to the Banks under this Section 4.04 and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrowers shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment of principal of any Offshore LIBOR Rate Loan;
(b) the failure of the Company Borrowers to borrowborrow a LIBOR Rate Loan, continue a LIBOR Rate Loan or convert a Loan into a LIBOR Rate Loan after the Company Borrower Representative has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;/Conversion; or
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore LIBOR Rate Loan to a Base Rate Loan Loans on a day that is not the last day of the relevant Interest Period; including without limitation any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore LIBOR Rate Loans or from fees payable to terminate the deposits from which such funds were obtained. At the election of any Lender, and without limiting the generality of the foregoing, but excluding any consequential or exemplary damages. For purposes without duplication, such compensation on account of calculating amounts payable by the Company losses may include an amount equal to the Banks excess of (i) the interest that would have been received from the Borrowers under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank Agreement on any amounts to be reemployed during an Interest Period or its remaining portion over (and each related reserve, special ii) the interest component of the return that such Lender determines it could have obtained had it placed such amount on deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and the relevant currency selected by it for a comparable periodperiod equal to such Interest Period, whether or not such Offshore Rate Loan is in fact so fundedterm, or any remaining portion thereof.
Appears in 1 contract
Samples: Credit Agreement (Owens Corning)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment of any Loan in accordance with any notice delivered under Section 2.062.08;
(d) the prepayment (including pursuant to Section 2.08) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under the proviso to Section 2.04 2.06(a) of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section 3.04 and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Safeco Corp)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Eurodollar Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Term Loan after the Company has given (or is deemed to have given) a Notice of Term Loan Borrowing or a Notice of Conversion/ Conversion/Continuation, as applicable, for such Term Loan;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Eurodollar Rate Loan on a day that is not the last day of the relevant Interest Period; or
(e) any assignment of a Eurodollar Rate Loan on a day other than the last day of the Interest Period therefore as a result of a request by the Company pursuant to Section 4.07; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Eurodollar Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section subsection 4.03(a), each Offshore Eurodollar Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR rate used in determining the Offshore Eurodollar Rate for such Offshore Eurodollar Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Eurodollar Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall agrees to reimburse each Bank and to hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate LoanLoan (including payments made after any acceleration thereof);
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment after the Company has given a notice in accordance with any notice delivered under Section 2.062.09;
(d) the prepayment or other payment (including pursuant to Section 2.10) of an Offshore Rate Loan or Absolute Rate Bid Loan on a day which is not the last day of the Interest Period with respect thereto; or
(e) the conversion pursuant to Section 2.05 of any Offshore Rate Committed Loan to a Base Rate Committed Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant respective Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans hereunder or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For Solely for purposes of calculating amounts payable by the Company to the Banks under this Section 3.04 and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Ross Stores Inc)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan into a Eurodollar Loan after the Company has given (or is deemed to have given) a Notice notice of Borrowing such borrowing, continuation or a Notice of Conversion/ Continuationconversions;
(cb) the failure of the Company to make any prepayment of any Loan in accordance with any notice delivered under Section 2.06pursuant hereto;
(dc) the prepayment (including pursuant to Section 5.03) or other payment (including after acceleration thereof) of an Offshore Rate the principal of any Loan on a day that is not the last day of the relevant an Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(ed) the automatic conversion under Section 2.04 subsection 2.03(a) of any Offshore Rate Loan to a Base Rate Eurodollar Loan on a day that is not the last day of the relevant an Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it such Lender to maintain its Offshore Rate Loans the applicable Loan or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks any Lender under this Section and under Section 4.03(a)Section, (i) each Offshore Rate Eurodollar Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Eurodollar Rate used in determining the Offshore Rate interest rate for such Offshore Rate Loan the applicable (including any proposed) Interest Period by a matching deposit or other borrowing in the interbank eurodollar eurocurrency market for a comparable amount and for a comparable period, whether or not such Offshore Rate Eurodollar Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any reasonable loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or Committed Borrowing, a -42- Notice of Conversion/ ContinuationContinuation or accepted a Competitive Bid;
(c) the failure of the Company to make any prepayment of a Committed Loan in accordance with any notice delivered under Section 2.06SECTION 2.8;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 SUBSECTION 2.4(a) of any Offshore Rate Committed Loan to a Base Rate Committed Loan on a day that is not the last day of the relevant Interest Period; including any such reasonable loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(aSUBSECTION 4.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense excluding consequential losses which the Bank Lender may sustain or incur as a result consequence of:
: (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate LIBOR Loan;
; (b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
Conversion/Continuation (including by reason of the failure to satisfy any condition precedent thereto); (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
2.04; (d) the prepayment (including pursuant to Section 2.05 or 2.06) or other payment (including after acceleration thereof) of an Offshore Rate LIBOR Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
or (e) the automatic conversion under Section 2.04 2.03 of any Offshore Rate LIBOR Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate LIBOR Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(aSubsection 3.03(a), each Offshore Rate LIBOR Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate LIBOR for such Offshore Rate LIBOR Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate LIBOR Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Sections 2.6 and 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.3(a), (i) each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR LIBO Rate used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrower shall reimburse each the Bank and hold each -------------- the Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company Borrower to borrow, continue or convert a Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Borrower to make any prepayment in accordance with any notice delivered under Section 2.06;4.1; -----------
(d) the prepayment (including pursuant to Section 4.1 or 4.2) or ------------------ other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate ----------- Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrower to the Banks Bank under this Section and under Section 4.03(a5.3(a), each -------------- Offshore Rate Loan made by a the Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Loan and Security Agreement (Pen Tab Industries Inc)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan or Same Day Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan or a Same Day Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan or Same Day Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or Same Day Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.03(a), (i) each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded, and (ii) each Same Day Rate Loan (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the rate used in determining the Same Day Rate for such Same Day Rate Loan, whether or not such Same Day Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
: (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
; (b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
; (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
; (d) the prepayment (including under Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
or (e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (R&b Falcon Corp)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
: (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
; (b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
Continuation (including by reason of the failure to satisfy any condition precedent thereto); (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section SECTION 2.06;
; (d) the prepayment (including pursuant to SECTION 2.07 or 2.08) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
or (e) the automatic conversion under Section SECTION 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section SECTION and under Section Subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall Borrowers agree to reimburse each the Bank and to hold each -------------- the Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment or required prepayment of principal of any Offshore Rate LoanLoan (including payments made after any acceleration thereof);
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan make any prepayment permitted hereunder after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuationgiving notice thereof;
(c) the failure repayment of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment of an Offshore Rate a Loan on a day that which is not the last day of the relevant an Interest Period (including whether due to acceleration, demand, mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereofor optional prepayment, or otherwise); or
(ed) the automatic conversion under failure for any reason (other than a wrongful default by the Bank) of a Borrower to borrow any Loan after notice has been given to the Bank in accordance with Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that 2.1(a) or 2.2(a) hereof (whether or not such notice is not the last day of the relevant Interest Periodwithdrawn); including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans a Loan hereunder at a rate based on Adjusted LIBOR or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For Solely for purposes of calculating amounts payable by the Company Borrowers to the Banks Bank under this Section and under Section 4.03(a)section, each Offshore Rate Loan made by bearing interest at a Bank rate based on Adjusted LIBOR (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in Dollars in the interbank eurodollar market for a comparable amount and for a comparable periodthe respective Interest Period, whether or not such Offshore Rate Loan is was in fact so funded.
Appears in 1 contract
Samples: Pledge and Security Agreement (Triarc Companies Inc)
Funding Losses. The Company Borrower shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(ai) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(bii) the failure of the Company Borrower to borrow, continue or convert a Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(ciii) the failure of the Company Borrower to make any prepayment in accordance with any notice delivered under Section 2.062.5;
(div) the prepayment (including pursuant to Section 2.5) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(ev) the automatic conversion under Section 2.04 2.3 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrower to the Banks Lenders under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrowers shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment of principal of any Offshore Rate LIBOR Loan;
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan after the Company Borrower Representative has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Borrowers to make any prepayment in accordance with any notice delivered under Section 2.062.07 or 2.08;
(d) the prepayment (including pursuant to Section 2.08 or in connection with Section 4.08) or other payment (including after acceleration thereof) of an Offshore Rate a LIBOR Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.06 of any Offshore Rate LIBOR Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate LIBOR Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrowers to the Banks Lenders under this Section and under Section 4.03(a), (i) each Offshore Rate LIBOR Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate LIBOR for such Offshore Rate LIBOR Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate LIBOR Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Each Borrower shall reimburse each Bank and hold each -------------- Bank harmless from any reasonable, direct and supportable loss or expense which the Bank may sustain has sustained or incur incurred as a result consequence of:
(a) the failure of the Company such Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company such Borrower to borrow, continue or convert a Loan after the Company such Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company such Borrower to make any prepayment in accordance with any notice delivered under Section 2.062.7;
(d) the prepayment (including pursuant to Section 2.8) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such actual, supportable loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company such Borrower to the Banks under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or reasonable expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or Borrowing, a Notice of Conversion/ ContinuationContinuation or accepted a Competitive Bid;
(c) the failure of the Company to make any prepayment of a Committed Loan in accordance with any notice delivered under Section 2.062.8;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Committed Loan to a Base Rate Committed Loan on a day that is not the last day of the relevant Interest Period; including any such loss or reasonable expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from changes relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Offshore Rate used in determining the Offshore Rate interest rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Cotter & Co)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ ContinuationContinuation except as set forth in subsection 2.05(b) or (c);
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.07;
(d) the prepayment (including pursuant to Section 2.07 or 2.08) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company to the Banks under this Section 4.04 and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Subject to Section 4.7, the Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a an Offshore Rate Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment of an Offshore Rate Loan in accordance with any notice delivered under Section 2.062.5;
(d) the prepayment (including pursuant to Section 2.6) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
: (a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
; (b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
; (c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
2.6; (d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
or (e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7 but subject to the parenthetical at the end of such Section) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; or including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(ed) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Eurodollar Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;2.6; -
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore a Eurodollar Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Eurodollar Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Eurodollar Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Eurodollar Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Eurodollar Base Rate used in determining the Offshore Eurodollar Rate for such Offshore Eurodollar Rate Loan by a matching deposit or other borrowing in the London interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Eurodollar Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Marcus Corp)
Funding Losses. The Company shall Fund will reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may reasonably sustain or incur as a result consequence of:
(a) the failure of the Company Fund to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company Fund to borrow, continue or convert a Loan after the Company Fund has given (or is deemed to have given) a Notice of Borrowing Loan Request or a Notice of Conversion/ ContinuationConversion/Continuation Notice;
(c) the failure of the Company Fund to make any prepayment in accordance with any notice delivered under Section 2.06;SECTION 2.6; or
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Fund to the Banks under this Section and under Section 4.03(aSECTION 3.3(b), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar Eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Liberty Floating Rate Advantage Fund)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06SECTION 2.08;
(d) the prepayment (including pursuant to SECTION 2.09) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments other than any prepayment required pursuant to Section 2.07 and payments after acceleration thereof)4.02; or
(e) the automatic conversion under Section SECTION 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section SUBSECTION 4.03(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Each Borrower shall reimburse each Bank bank and hold --------------- each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company such Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company such Borrower to borrow, continue or convert a Loan after the Company has given has, or the Company and Medis have, as the case may be given, (or is is/are deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company such Borrower to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan or Canadian Prime Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it such Bank to maintain its Offshore Rate Loans or from fees payable by such Bank to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesLoans. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (McKesson Hboc Inc)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;have
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Berkley W R Corp)
Funding Losses. The Company Companies shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the such Bank may sustain or incur as a result consequence of:
(a) the failure of the any Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the any Company to borrow, continue or convert a Loan after the such Company has given (or is deemed to have given) a an Irrevocable Notice of Borrowing or a Notice of Conversion/ ContinuationSyndicated Activity;
(c) the failure of the either Company to make any prepayment in accordance with any notice delivered under Section 2.062.9 or 2.11;
(d) the prepayment (including pursuant to Section 2.9 or 2.11) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or loan charges relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company Companies to the Banks under this Section and under Section 4.03(a4.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar eurocurrency market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrowers shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment of principal of any Offshore Rate Loan or Fixed Rate Loan;
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan after the Company has Borrowers have given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Borrowers to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan or a Fixed Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan or Fixed Rate Loan to a Base Reference Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or Fixed Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrowers to the Banks under this Section and under Section 4.03(asubsection 3.3(a), (i) each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded, and (ii) each Fixed Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the rate used in determining the Fixed Rate for such Fixed Rate Loan by the issuance of Agent's certificate of deposit in a comparable amount and for a comparable period, whether or not such Fixed Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Specialty Equipment Companies Inc)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
: (a) a the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan or CD Rate Loan;
; (b) b the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
; (c) c the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
2.6; (d) d the prepayment (including pursuant to Sections 2.6, 2.7, 2.16, 4.8 and 4.9) or other payment (including after acceleration thereof) of an Offshore Rate Loan or a CD Rate Loan on a day that is not the last day of the relevant Interest Period Period; or (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) e the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan or CD Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or CD Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 4.3(a), (i) each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded, and (ii) each CD Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the Certificate of Deposit Rate used in determining the CD Rate for such CD Rate Loan by the issuance of its certificate of deposit in a comparable amount and for a comparable period, whether or not such CD Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss (other than loss of profits or the Applicable Margin) or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Eurodollar Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment of any Loan in accordance with any notice delivered under Section 2.06;2.08; or
(d) the prepayment (including pursuant to Section 2.08) or other payment of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Eurodollar Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Eurodollar Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential administrative fee or exemplary damagesother amount chargeable by such Lender for the calculation of such loss. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section 3.04 and under Section 4.03(a3.03(a), each Offshore Eurodollar Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Eurodollar Rate used in determining the Offshore Eurodollar Rate for such Offshore Eurodollar Rate Loan (but without giving effect to the proviso to the definition of “Eurodollar Rate”) by a matching deposit or other borrowing in the London interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Eurodollar Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall Borrowers agree to reimburse each Bank Term Lender and to hold each -------------- Bank Term Lender harmless from any loss or expense which the Bank such Term Lender may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment or mandatory prepayment of principal of the Term Loan (including payments made after any Offshore Rate Loan;acceleration thereof); or
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan make any prepayment after the Company has Borrowers have given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;notice in accordance with Section 1.5; or
(c) the failure prepayment (including pursuant to Section 1.8) of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment of an Offshore a LIBOR Rate Loan on a day that which is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Periodwith respect thereto; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans it is portion of the Term Loan hereunder or from fees payable to terminate the deposits from which such funds were obtained; provided that, but excluding with respect to the expenses described in clause (c) above, such Term Lender shall have notified the Term Agent of any consequential or exemplary damagessuch expense within two (2) Business Days of the date on which such expense was incurred. For Solely for purposes of calculating amounts payable by the Company Borrowers to the Banks Term Lenders under this Section 9.4 and under Section 4.03(a), 9.3(a): each Offshore Rate portion of the Term Loan made by a Bank Term Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate interest rate for such Offshore Rate portion of the Term Loan by a matching deposit or other borrowing in the interbank eurodollar Eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate portion of the Term Loan is in fact so funded.
Appears in 1 contract
Samples: Term Loan Agreement (Furniture Brands International Inc)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.06) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 the proviso of subsection 2.04(a) of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Each Borrower shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company such Borrower to borrow, continue or convert a to an Offshore Loan after the Company such Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(cb) the failure of the Company such Borrower to make any prepayment of an Offshore Rate Loan in accordance with any notice delivered under Section 2.062.7;
(dc) the prepayment (including pursuant to Section 2.8) or other payment (including after acceleration thereof) or conversion (including pursuant to Section 4.2) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(ed) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, obtained (but excluding any consequential or exemplary damageslost profits). For purposes of calculating amounts payable by the Company either Borrower to the Banks Lenders under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss (excluding loss of profit) or expense which the such Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore IBOR Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06SECTION 4.3;
(d) the prepayment (including pursuant to SECTIONS 2.2.2, 4.2.1 or 4.2.2) or other payment (including after acceleration thereof) of an Offshore any IBOR Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 SECTION 2.4.2 of any Offshore IBOR Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore IBOR Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a)SECTION 6.3, each Offshore IBOR Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR Rate used in determining the Offshore IBOR Rate for such Offshore IBOR Rate Loan by a matching deposit or other borrowing in the interbank eurodollar eurocurrency market for a comparable amount and for a comparable period, and in the relevant currency, whether or not such Offshore IBOR Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has have given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to the issuance of any consequential or exemplary damagesLetter of Credit in an Offshore Currency. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Cd Radio Inc)
Funding Losses. The Company shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section SECTION 2.06;
(d) the prepayment (including pursuant to SECTION 2.01(d), 2.05 or 2.06) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section SECTION 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks Lenders under this Section and under Section 4.03(aSUBSECTION 3.03(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the offshore dollar interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrower shall reimburse each Bank and hold each -------------- Bank harmless from any reasonable, direct and supportable loss or expense which the Bank may sustain has sustained or incur incurred as a result consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company Borrower to borrow, continue or convert a Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company Borrower to make any prepayment in accordance with any notice delivered under Section 2.06;2.5; -----------
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate ----------- Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such actual, supportable loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrower to the Banks under this Section and under Section 4.03(asubsection 4.3(a), each Offshore Rate Loan made by a Bank (and each related ------------------ reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Secured Credit Agreement (System Software Associates Inc)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06SECTION 2.6;
(d) the prepayment (including pursuant to SECTION 2.7, but excluding pursuant to SECTION 4.2(b)) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 SECTION 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a)Section, (i) each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrower shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company Borrower to borrow, continue or convert a Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ ContinuationContinuation that includes an Offshore Rate Loan;
(c) the failure of the Company Borrower to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.6) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.5 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrower to the Banks Lenders under this Section and under Section 4.03(a3.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR IBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Offshore Base Rate used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ ContinuationConversion/Continuation except as set forth in subsection 2.05(b) or (c);
(c) the failure of the Company to make any prepayment of any Loan in accordance with any notice delivered under Section 2.062.07;
(d) the prepayment (including pursuant to Section 2.07 or 2.08) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company to the Banks under this Section 4.04 and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Multicurrency Credit Agreement (Briggs & Stratton Corp)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it such Bank to maintain its Offshore Rate Loans or from fees payable by such Bank to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesLoans. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (McKesson Corp)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment (including pursuant to Section 2.7) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a3.3(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Offshore Base Rate used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrowers shall reimburse each the Bank and hold each -------------- the Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company Borrowers to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company Borrowers to borrow, continue or convert a Loan after the Company has Borrowers have given (or is are deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company Borrowers to make any prepayment in accordance with any notice delivered under Section 2.062.6;
(d) the prepayment or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); orPeriod;
(e) the automatic conversion under Section 2.04 2.4 of any Offshore Rate Loan to a Base Federal Funds Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrowers to the Banks Bank under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a the Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ ContinuationContinuation except as set forth in subsection 2.05(b) or (c) ;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.062.07;
(d) the prepayment (including pursuant to Section 2.07 or 2.08) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding obtained or from charges relating to any consequential or exemplary damagesOffshore Currency Loans. For purposes of calculating amounts payable by the Company to the Banks under this Section 4.04 and under Section subsection 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Multicurrency Credit Agreement (Payless Shoesource Holdings Inc)
Funding Losses. The Company shall reimburse each Bank and hold -------------- each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Borrower shall reimburse each Bank Lender and hold each -------------- Bank Lender harmless from any loss or expense which the Bank Lender may sustain or incur as a result consequence of:
(a) the failure of the Company Borrower to make on a timely basis any payment of principal of any Offshore Fixed Rate Loan;
(b) the failure of the Company Borrower to borrow, continue or convert a Loan after the Company Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ ContinuationConversion/Continuation for such Loan;
(c) the failure of the Company Borrower to make any prepayment in accordance with any notice delivered under Section 2.06;2.6; or
(d) the prepayment or other payment of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof); or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Fixed Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Fixed Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrower to the Banks Lenders under this Section and under Section 4.03(asubsection 3.3(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR rate used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Bridge Credit Agreement (Lance Inc)
Funding Losses. The Company shall Each Borrower agrees to reimburse each Bank Lender and to hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
: (a) the failure of the Company such Borrower to make on a timely basis any payment of principal of any Offshore Rate Loan;
Loan (including payments made after any acceleration thereof); (b) the failure of the Company such Borrower to borrowBorrow, continue Continue or convert Convert a Loan after the Company such Borrower has given (or is deemed to have given) a Notice Request for Extension of Borrowing Credit or a Notice of Conversion/ Request for Continuation;
/Conversion, as applicable; (c) the failure of the Company such Borrower to make any prepayment after such Borrower has given a notice in accordance with any notice delivered under Section 2.04, 2.05 or 2.06;
; (d) the prepayment or other payment of an Offshore Rate Loan on a day that which is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period, with respect thereto; or
or (e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant respective Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans hereunder or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For Solely for purposes of calculating amounts payable by the Company a Borrower to the Banks Lenders under this Section 4.05 and under Section 4.03(a), each Offshore Rate Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR Offshore Base Rate used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar offshore market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.07) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Longview Fibre Co)
Funding Losses. The Company shall reimburse each Bank and hold each -------------- Bank harmless from any loss or expense which the Bank may sustain or incur as a result consequence of:
(a) the failure of the Company to make on a timely basis any payment of principal of any Offshore Rate Loan;
(b) the failure of the Company to borrow, continue or convert a Loan after the Company has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company to make any prepayment in accordance with any notice delivered under Section 2.06;
(d) the prepayment (including pursuant to Section 2.06) or other payment (including after acceleration thereof) of an Offshore Rate Loan on a day that is not the last day of the relevant Interest Period (including mandatory prepayments required pursuant to Section 2.07 and payments after acceleration thereof)Period; or
(e) the automatic conversion under Section 2.04 the proviso of subsection 2.04(a) of any Offshore Rate Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company to the Banks under this Section and under Section 4.03(asubsection 3.03(a), each Offshore Rate Loan made by a Bank (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at the LIBOR used in determining the Offshore Rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar Eurodollar market for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is in fact so funded.
Appears in 1 contract
Funding Losses. The Company Each Borrower shall reimburse each Bank Lender upon demand and hold each -------------- Bank Lender harmless from any loss or expense which the Bank such Lender may sustain or incur as a result consequence of:
(a) the failure of the Company such Borrower to make on a timely basis any payment of principal of any Offshore Loan (other than a Base Rate Loan);
(b) the failure of the Company such Borrower to borrow, continue or convert a Loan after the Company such Borrower has given (or is deemed to have given) a Notice of Borrowing or a Notice of Conversion/ Conversion/Continuation;
(c) the failure of the Company such Borrower to make any prepayment in accordance with any notice delivered under Section 2.062.10;
(d) the any continuation, conversion, prepayment (including pursuant to Section 2.11) or other payment (including after acceleration thereof or pursuant to Section 2.08(c)) of an Offshore any Loan (other than a Base Rate Loan Loan) on a day that is not the last day of the relevant Interest Period;
(e) any assignment of a Loan (other than a Base Rate Loan) on a day other than the last day of the relevant Interest Period (including mandatory prepayments required as a result of a request by the Company pursuant to Section 2.07 and payments after acceleration thereof)4.07; or
(ef) the automatic conversion under Section 2.04 of any Offshore Rate Term SOFR Loan to a Base Rate Loan on a day that is not the last day of the relevant Interest Period; including any such loss or expense arising from the liquidation or reemployment of funds obtained by it to maintain its Offshore Rate such Loans or from fees payable to terminate the deposits from which such funds were obtained, but excluding any consequential or exemplary damages. For purposes of calculating amounts payable by the Company Borrowers to the Banks Lenders under this Section 4.05 and under Section 4.03(a4.04(a), each Offshore Rate applicable Loan made by a Bank Lender (and each related reserve, special deposit or similar requirement) shall be conclusively deemed to have been funded at Term SOFR or the LIBOR applicable Relevant Rate used in determining the Offshore Rate rate for such Offshore Rate Loan by a matching deposit or other borrowing in the interbank eurodollar market for such currency for a comparable amount and for a comparable period, whether or not such Offshore Rate Loan is was in fact so funded.
Appears in 1 contract
Samples: Credit Agreement (Oshkosh Corp)
