Common use of Loan Requests Clause in Contracts

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 2 contracts

Samples: Loan and Security Agreement (Nematron Corp), Loan and Security Agreement (Nematron Corp)

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Loan Requests. (A) A request for a Revolving Eurodollar Loan shall be made made, or shall be deemed to be made, each if Borrower gives Agent notice of its intention to borrow in the form of Exhibit Q hereto (a "Borrowing Notice"), in which notice Borrower shall specify (i) the aggregate amount of such Eurodollar Loan, (ii) the requested date of such Eurodollar Loan, (iii) the Applicable Annual Rate selected in accordance with Section 2.1.1, and (iv) the LIBOR Interest Period applicable thereto. If Borrower selects a Eurodollar Loan, Borrower shall give Agent the Borrowing Notice no later than 11:00 a.m. Dallas, Texas time at least two (2) Business Days prior to the requested date of the Eurodollar Loan. Notwithstanding anything herein to the contrary, Agent shall have the right to refuse to accept a request for a Eurodollar Loan and to refuse to make a Eurodollar Loan if at the date such request is made or such Eurodollar Loan is to be made there exists a Default or an Event of Default. (B) A request for a Base Rate Loan shall be made, or shall be deemed to be made, in the following manner: : (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Agent notice of its intention to borrow a Revolving Loanborrow, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date, no later than 11:00 a.m. Dallas, Texas time on the proposed borrowing date; provided, however, that no Agent shall have the right to refuse to accept such a request may be made or make such a Loan if at a such time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement Agreement, under the Notes or any Noteof the other Loan Documents, whether on account of interest as principal, accrued interest, fees or for any other Liabilitycharges, shall be deemed irrevocably to be a request by Borrower from Lender for a Revolving Credit Loan on the due date thereof of, and in the an aggregate amount required to pay pay, such interest principal, accrued interest, fees or other Liabilitycharges and the proceeds of each such Revolving Credit Loan may be disbursed by Lender by way of direct payment of the relevant Obligation and shall bear interest at the rate of interest applicable to Revolving Credit Loans (whether or not any Default, Event of Default or Out-of-Formula Condition exists at the time of or would result from such Revolving Credit Loan). As an accommodation to Borrower, LaSalle Agent may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may any individual from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the designated by Borrower as an authorized agent of Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Agent shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it Agent telephonically or electronically and purporting to have been sent to LaSalle Agent by any individual from time to time designated by Borrower as an authorized officer, and LaSalle Lender shall have no duty to verify the origin or authenticity of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowercommunication.

Appears in 1 contract

Samples: Loan and Security Agreement (Industrial Data Systems Corp)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago Portland time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Accom Inc)

Loan Requests. (a) A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall Borrower, through any one or more of them, may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Agent notice of its intention to borrow a Revolving Loanborrow, in which notice Borrower shall specify the amount of the proposed borrowing borrowing, the rate option and the proposed borrowing date; , no later than 12:00 noon, Eastern time, on the proposed borrowing date for all Revolving Credit Base Rate Loans or, for a Revolving Credit LIBOR Rate Loan, no later than 11:00 A.M. Eastern time on the second (2nd) London Business Day prior to the requested borrowing date in accordance with subsection 2.1.1(a)(ii)(A), provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any Noteof the other Loan Documents, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle Agent may permit telephone telephonic requests for Revolving Credit Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Agent shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person person sending it, except to confirm the name of the Specified Officer. (b) Upon receiving a request for a Revolving Credit Loan in accordance with subsection 3.1.1 (a) (i) above or upon Borrower being deemed to have made a request for a Revolving Credit Loan under subsection 3.1.1(a)(ii) above, by 12:00 noon, Eastern time, or as soon as is reasonably practicable thereafter, Agent shall notify all Lenders of the request. Each notice Lender shall advance its applicable Pro Rata Percentage of borrowing the requested Revolving Credit Loan to Agent by remitting immediately available federal funds to Agent pursuant to Agent's instructions prior to 2:00 P.M. Eastern time on the date of the applicable Revolving Credit Loan regardless of any failure by any other Lender to do so. Subject to the satisfaction of the terms and conditions hereof, and receipt by Agent of required funds from the other Lenders, Agent shall make the requested Revolving Credit Loan available to Borrower, in accordance with subsection 3.1.2 as soon as is reasonably practicable thereafter on the day the requested Revolving Credit Loan is to be irrevocable by made. In lieu of the foregoing, Agent may, in its discretion, fund the Pro Rata Percentage of such Revolving Credit Loan on behalf of any one or more Lenders (unconditionally and binding absolutely obligating such affected Lender to reimburse Agent in full on Borrowerdemand without deduction or setoffs for its portion of such Revolving Credit Loan, so long as Agent reasonably believed at the time such Revolving Credit Loan was made that it was made, in all material respects, in compliance with this Agreement) with a settlement of the Pro Rata Shares of Lenders on the following Business Day or under such other settlement procedures as Agent may establish from time to time.

Appears in 1 contract

Samples: Loan and Security Agreement (Gentiva Health Services Inc)

Loan Requests. (1) A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle Lender same day notice, no later than 10:30 A.M. (Chicago Central Standard time) of such day, of its intention to borrow, a Prime Rate Revolving Loan, and at least three (3) Business Days prior notice of its intention to borrow a LIBOR Rate Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, PROVIDED, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Prime Rate Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle Lender may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Lender in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Lender shall not have no any liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Lender by Borrower and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower, and if such notice requests the borrowing of a LIBOR Rate Revolving Loan, such notice shall state the Interest Period with respect thereto. Borrower, at its option, may choose Prime Rate Revolving Loans or LIBOR Rate Revolving Loans, provided that any LIBOR Rate Revolving Loan shall be in a minimum amount of $1,000,000 or an integral multiple of $100,000 in excess thereof, and provided further that the right of Borrower to choose any LIBOR Rate Loan is subject to the provisions of paragraph 7(c) hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Security Capital Corp/De/)

Loan Requests. A request for a Revolving Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle Lender same day notice, no later than 10:30 A.M. 12:00 noon (Chicago New York City time) of such day, of its, intention to borrow a Loan as a Base Rate Loan, and at least three (3) Business Days' prior notice of its intention to borrow a Revolving Loan as a LIBOR Rate Loan, in which notice Borrower shall specify the amount of the proposed borrowing borrowing, the Interest Period with respect thereto and the proposed borrowing date; provided, however, that no such request with respect to a LIBOR Rate Loan may be made at a time when there exists a Default or after the occurrence and during the continuance of an Event of Default; Default and (ii) the coming becoming due of any amount required to be paid under this Agreement or any NoteAgreement, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof as a Base Rate Loan in the amount required to pay such interest or other LiabilityObligation, and such Revolving Credit Loan shall be deemed to be made on the date such interest or other Obligation shall be due. As an accommodation to Borrower, LaSalle Lender may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Lender in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Lender shall have no liability to Borrower for any loss or damage suffered by such Borrower as a result of LaSalleLender's honoring of any requests, execution executions of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Lender by Borrower Borrower, and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice of borrowing given by Borrower shall be irrevocable by and binding on Borrower. Borrower, at its option, may choose to borrow a Loan as either a Base Rate Loan or a LIBOR Rate Loan, provided that any such LIBOR Rate Loan shall be in a minimum amount of $500,000, and provided, further, that the right of Borrower to choose any such LIBOR Rate Loan is subject to the provisions of Sections 2.8 and 3.3.

Appears in 1 contract

Samples: Loan and Security Agreement (Union Drilling Inc)

Loan Requests. A request for (a) Subject to the provisions of the within Agreement, a loan or advance under the Revolving Loan Credit duly and timely requested by the Borrower shall be made or shall be deemed to be madepursuant hereto, each in the following mannerprovided that: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may Maximum Loan Exposure will not be made at a time when there exists a Default or an Event of Defaultexceeded; and (ii) The Revolving Credit has not been suspended as provided in Section 2-5(f). Loans under the coming due Revolving Credit which are requested by 1:00PM on a Business Day will be made by the end of any business on that Business Day; otherwise, by the end of the then next Business Day. (b) Requests for loans and advances under the Revolving Credit, each in an amount required to be paid under this Agreement or any Noteof not less than Ten Thousand Dollars ($10,000.00), whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only requested by such persons as the Borrower in such manner as may from time to time designate be reasonably acceptable to the Agent. (c) If, during the Fifteen (15) days immediately preceding the day on which a loan request is made there has been no unpaid principal balance in writing to LaSalle (it being understood that LaSalle the Loan Account on account of loans and advances under the Revolving Credit, the loan so requested shall be entitled made (subject to all other provisions of the within Agreement) no later than the Fifth Business Day after (and not counting) the day on which the loan otherwise would have been made as provided above. (d) The Agent may rely upon such designation until LaSalle receives and has on any request for a reasonable opportunity loan or advance, or other financial accommodation under the Revolving Credit which the Agent, in good faith, believes to have been made by a person duly authorized to act upon on behalf of the Borrower and may decline to make any such requested loan or advance, or issuance, or to provide any such financial accommodation pending the Agent's being furnished with such documentation concerning that person's authority to act as may be reasonably satisfactory to the Agent. (e) A request by the Borrower for a loan or advance, or other financial accommodation under the Revolving Credit shall be irrevocable and shall constitute certification by the Borrower that as of the date of such request, each of the following is true and correct: (i) There has been no material adverse change in the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds financial condition from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not most recent financial information furnished Agent or any Lender pursuant to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowerthis Agreement.

Appears in 1 contract

Samples: Revolving Credit Facility (Sun Television & Appliances Inc)

Loan Requests. A The Borrower shall notify, by written notice in the form attached hereto as Exhibit D (each such notice, a "Loan Request"), such person at the Bank as the Bank may, from time to time, instruct the Borrower, by 2:00 p.m. (Eastern Time) on each day on which the Borrower desires to obtain a Loan hereunder, which day must be a Business Day, specifying the amount of the Loan desired. Notwithstanding the foregoing sentence, the Borrower may verbally request a Loan hereunder, whether up to the initial Maturity Date or for a new Maturity Date, provided that the Borrower shall, on the same day, send the Bank by telecopy a follow-up Loan Request in respect thereof. In no event shall the Borrower request any loan which, if advanced, would cause the aggregate principal amount of the Loans outstanding to exceed the Available Facility. Each verbal request for a Revolving Loan shall be made or hereunder shall be deemed to be madeinclude, and each written request shall include, a representation that all of the representations and warranties made by the Borrower in the following manner: (i) Loan Documents are and will be, after giving effect to the requested Loan, true and complete, that all the conditions precedent to such Loan as set forth in Section 6 hereof have been satisfied, and that the proceeds of the Loan will not be used for any purpose that is not permitted under the Fund Statement and the Prospectus. Each advance of Loan proceeds hereunder shall be in a minimum amount of $1,000.00. As a condition to the effectiveness of the Third Amendment, the Borrower shall give LaSalle deliver to the Bank a duly and validly executed revolving promissory note (the "Amended Note") substantially in the form of Exhibit A hereto. The Amended Note shall replace and restate the Note referenced in the Agreement. Except as modified above, all other representations, warranties, covenants, terms, and conditions set forth in the Loan Agreement shall remain in full force and effect. Capitalized terms used herein shall have the same day noticemeanings as defined in the Loan Agreement. By signing below, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, you hereby certify ad confirm that no Default or Event of Default (as defined in the Loan Agreement) has occurred and is continuing, nor will the execution of this Third Amendment cause such request may be made at a time when there exists a Default or an Event of Default; Default to occur. If the above terms represent our understanding, please indicate your agreement by signing below and returning one copy of the Third Amendment along with the promissory note to me. Sincerely, Shelly L. Allen Assistant Vice President Accepted effective as of xxxx 00xx xxx xf November, 2006. Borrower: Thompson Plumb Funds, Inc. By: ------------------------------ Xxxx: Xohn W. Thompson Title: Chief Executive Officer EXHIBIT A AMENDED PROMISSORY NOTE $1,000,000 Cincinnati, Ohio November 15, 2006 Thompson Plumb Funds, Inc., a Wisconsin corporation (ii) the coming due "Borrower"), xxx xalue received, hereby promises to pay to the order of any amount required to be paid under this Agreement U.S. BANK N.A. (the "Bank"), or any Noteits successors or assigns, whether on account of interest or for any other Liabilitybefore November 15, shall be deemed irrevocably to be a request for a Revolving Loan on the due 2007 or such earlier date thereof specified in the amount required to pay Loan Agreement as the Maturity Date (the "Maturity Date"), the principal sum of One Million Dollars ($1,000,000.00), or such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals portion thereof as may be made only by such persons as the Borrower may outstanding from time to time designate as a Loan under the hereinafter-described Loan Agreement, together with interest thereon as hereinafter provided. This Amended Note is the "Note" to which reference is made in writing the Loan Agreement originally dated as of October 1, 2004 with respect to LaSalle the Thompson Plumb Bond Fund (it being understood that LaSalle the "Fund") between the Borrower and the Xxxx (xx xxxxxed, supplemented or otherwise modified as of even date herewith and from time to time in the future, the "Loan Agreement") and is subject to the terms and conditions thereof, including without limitation the terms thereof providing for acceleration of maturity of the loans made by the Bank to the Borrower under the Loan Agreement and evidenced by this Note (the "Loans"). This Note shall bear interest at a rate per annum equal to Prime, which interest shall be entitled payable to rely upon such designation until LaSalle receives the Bank (i) monthly, in arrears, commencing on December 1, 2006 and has a reasonable opportunity to act upon on the Borrower's written amendment first day of each month thereafter, (ii) whenever all or retraction any part of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited due and payable, whether on the Maturity Date, by LaSalle. Unless virtue of a mandatory prepayment, or by reason of demand, acceleration or otherwise (on the amount so due and payable) and (iii) whenever the Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower repays all of the Loans as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance voluntary prepayment. Interest on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing this Note shall be irrevocable by and binding computed on Borrowerthe basis of a year consisting of three hundred sixty (360) days but applied to the actual number of days elapsed.

Appears in 1 contract

Samples: Loan Agreement (Thompson Plumb Funds Inc)

Loan Requests. A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each in the following manner: : (i) Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Agent a Notice of such day, of its intention to borrow a Revolving Credit Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any NoteAgreement, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle Agent may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only Borrower from such authorized persons designated by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalletime. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Agent shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person person sending it, except for any loss or damage resulting from Agent's gross negligence on willful misconduct. Except as otherwise provided in subsection 3.1.4, each Revolving Credit Loan shall be made on notice, given not later than 11:00 a.m. (Chicago time) on the Business Day of the proposed Revolving Credit Loan, by Borrower to Agent, which shall give to each Lender prompt written notice thereof by telecopier or e-mail. Each such notice (a "Notice of borrowing Revolving Credit Loan") shall be irrevocable in writing or by telephone to Agent at (262) 798-4800, confirmed immediately in writing, specifying therxxx xxx xxxxxxted date and binding amount of such Revolving Credit Loan. Each Lender shall, not later than 2:00 p.m. (Chicago time) on Borrowereach requested date, wire to a bank designated by Agent the amount of that Lender's Revolving Credit Percentage of the requested Revolving Credit Loan. Agent shall, before 2:30 P.M. (Chicago time) on the date of the proposed Revolving Credit Loan, subject to the provisions hereof, wire to a bank designated by Borrower and reasonably acceptable to Agent, the amount of such Revolving Credit Loan to the extent received from Lenders. The failure of any Lender to make the Revolving Credit Loan to be made by it shall not relieve any other Lender of its obligation hereunder to make its Revolving Credit Loan. Neither Agent nor any other Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Loan to be made by such other Lender. The foregoing notwithstanding, unless otherwise notified by any Lender, Agent, in its sole discretion, may, from its own funds, make a Revolving Credit Loan on behalf of any Lender hereto. In such event, the Lender on behalf of whom Agent made the Revolving Credit Loan shall reimburse Agent for the amount of Revolving Credit Loan so made on its behalf, on a weekly (or more frequent basis as determined by Agent, in its sole discretion) basis and the entire amount of interest attributable to such Revolving Credit Loan for the period from the date on which said Revolving Credit Loan was made by Agent on such Lender's behalf until Agent is reimbursed by such Lender, shall be paid to Agent. If at any time one or more Lenders refuse or fail to make a requested Revolving Credit Loan when all conditions to a Revolving Credit Loan have been satisfied or waived, then Agent may, at its option, but shall have no obligation whatsoever to, purchase all, but not less than all, of the Revolving Credit Notes, held by the Lender(s) who so fail or refuse, and to assume such Lender's commitments to make Revolving Credit Loans and each such Lender shall be obligated to sell and transfer such Revolving Credit Notes to Agent for a price in cash equal to the principal balance outstanding plus all accrued but unpaid interest thereon plus all accrued but unpaid fees due any such Lender under the terms hereof, and the foregoing provisions of this Section will be applicable to Agent with respect to the Revolving Credit Notes so purchased by it. Any such purchase, however, shall not relieve any such Lender from any breach of contract claims available to Agent and/or Borrower against such Lender as a result of its failure to make any such Revolving Credit Loan.

Appears in 1 contract

Samples: Loan and Security Agreement (Home Products International Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) the Borrower shall give LaSalle same day notice, no later than 10:30 A.M. 12:00 noon (Chicago Toronto time) of on such day, of its intention to borrow a Revolving Prime Rate Loan or U.S. Base Rate Loan, in which notice Borrower shall specify be substantially in the amount form of the proposed borrowing and the proposed borrowing date; EXHIBIT 4(a) hereto (each a "NOTICE OF BORROWING"), provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liabilityliability, shall be deemed irrevocably to be a request for a Revolving Prime Rate Loan or U.S. Base Rate Loan as applicable on the due date thereof in the amount required to pay such interest or other Liabilityliability. As an accommodation to the Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless the Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrowercommunications, LaSalle shall have no liability to the Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring honouring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by the Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice Notice of borrowing Borrowing shall be irrevocable by and binding on the Borrower. The Borrower, at its option, may choose Prime Rate Loans or U.S. Base Rate Loans for Revolving Loans.

Appears in 1 contract

Samples: Credit Agreement (Cabletel Communications Corp)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) the Borrower shall give LaSalle ABN AMRO same day notice, no later than 10:30 A.M. 12:00 noon (Chicago Toronto time) of on such day, of its intention to borrow a Revolving Prime Rate Loan or U.S. Prime Rate Loan, in which notice Borrower shall specify be substantially in the amount form of the proposed borrowing and the proposed borrowing date; Exhibit 4(a) hereto (each a "Notice of Borrowing"), provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liabilityliability, shall be deemed irrevocably to be a request for a Revolving Prime Rate Loan or U.S. Prime Rate Loan as applicable on the due date thereof in the amount required to pay such interest or other Liabilityliability. As an accommodation to the Borrower, LaSalle ABN AMRO may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleABN AMRO. Unless the Borrower specifically directs LaSalle ABN AMRO in writing not to accept or act upon telephonic or electronic communications from Borrowercommunications, LaSalle ABN AMRO shall have no liability to the Borrower for any loss or damage suffered by Borrower as a result of LaSalleABN AMRO's honoring honouring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle ABN AMRO by the Borrower and LaSalle ABN AMRO shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice Notice of borrowing Borrowing shall be irrevocable by and binding on the Borrower. The Borrower, at its option, may choose Prime Rate Loans or U.S. Prime Rate Loans for Revolving Loans.

Appears in 1 contract

Samples: Credit Agreement (Numatics Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Nematron Corp)

Loan Requests. A request for a Revolving Credit Loan shall ------------- be made made, or shall be deemed to be made, each in the following manner: (i) Borrower an Authorized Officer shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Lender written notice of its intention to borrow a Revolving Loanborrow, in which notice Borrower such Authorized Officer shall specify the amount of the proposed borrowing and the proposed borrowing date; , no later than 11:00 a.m. (Dallas, Texas time) on the proposed borrowing date (or in accordance with Section 2.3 ----------- hereof in the case of a request for a LIBOR Portion), provided, however, that no -------- ------- Lender shall have the right to refuse to accept a request or refuse to make a Revolving Credit Loan if at such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or under any Noteof the other Loan Documents, whether on account of interest as principal, accrued interest, fees or for any other Liabilitycharges, shall irrevocably be deemed irrevocably to be a request by Borrowers to Lender for a Revolving Credit Loan on the due date thereof of, and in the an aggregate amount required to pay pay, such interest principal, accrued interest, fees or other Liabilitycharges, and the proceeds of any such Revolving Credit Loan may be disbursed by Lender by way of direct payment of the relevant Obligation (whether or not any Default, Event of Default or Out-of-Formula Condition exists at the time of or would result from such Revolving Credit Loan) and shall bear interest at the rate of interest applicable to the Base Rate Portion. As an accommodation to BorrowerBorrowers, LaSalle Lender may permit telephone facsimile transmittal of requests for Revolving Loans and electronic transmittal of Credit Loans, instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSallean Authorized Officer. Unless Borrower Borrowers specifically directs LaSalle direct Lender in writing not to accept or act upon telephonic or electronic on facsimile communications from Borroweran Authorized Officer, LaSalle Lender shall have no liability to any Borrower for any loss or damage suffered by any Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically Lender by facsimile and purporting to have been sent to LaSalle Lender by Borrower any Authorized Officer and LaSalle Lender shall have no duty to verify the origin or authenticity of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowercommunication.

Appears in 1 contract

Samples: Loan and Security Agreement (Avalon Community Services Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be madeExcept as otherwise provided herein, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate prior to the Expiration Date request the Lenders to make Revolving Credit Loans, or renew or convert the Interest Rate Option applicable to existing Revolving Credit Loans or Term Loans pursuant to Section 4.2 [Interest Periods], by delivering to the Administrative Agent, not later than 10:00 a.m., (i) three (3) Business Days prior to the proposed Borrowing Date with respect to the making of Revolving Credit Loans in Dollars to which the Euro Rate Option applies or the conversion to or the renewal of the Euro Rate Option for any Loans; (ii) not later than 10:00 a.m., (a) four (4) Business Days prior to the proposed Borrowing Date with respect to the making of Optional Currency Loans or the date of conversion to or renewal of the Euro Rate Option for any Optional Currency Loan, and (b) the same Business Day of the proposed Borrowing Date with respect to the making of a Revolving Credit Loan to which the Base Rate Option applies or the last day of the preceding Interest Period with respect to the conversion to the Base Rate Option for any Loan, of a duly completed request therefor signed by an Authorized Officer of the Borrower substantially in the form of Exhibit 2.5.1 or a request by telephone from any Authorized Officer of the Borrower immediately confirmed in writing to LaSalle by letter, facsimile or telex in such form (each, a "Loan Request"), it being understood that LaSalle shall be entitled to the Administrative Agent may rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of any Authorized Officer of the Person sending itBorrower making such a telephonic request without the necessity of receipt of such written confirmation. Each notice of borrowing Loan Request shall be irrevocable by and binding on Borrowershall specify (A) the aggregate amount of the proposed Loans comprising each Borrowing Tranche, and, if applicable, the Interest Period, which amount shall be in (x) the minimum amount of $500,000 (or the Dollar Equivalent thereof) for each Borrowing Tranche, (B) which Interest Rate Option shall apply to the proposed Dollar denominated Loans comprising the applicable Borrowing Tranche, (C) the currency in which such Revolving Credit Loans shall be funded if the Borrower elects an Optional Currency, the applicable Interest Rate Option, and (D) an appropriate Interest Period, if applicable.

Appears in 1 contract

Samples: Credit Agreement (Sun Hydraulics Corp)

Loan Requests. A The Borrower shall notify, by written notice in the form attached hereto as Exhibit D (each such notice, a “Loan Request”), such person at the Bank as the Bank may, from time to time, instruct the Borrower, by 2:00 p.m. (Eastern Time) on each day on which the Borrower desires to obtain a Loan hereunder, which day must be a Business Day, specifying the amount of the Loan desired. Notwithstanding the foregoing sentence, the Borrower may verbally request a Loan hereunder, whether up to the initial Maturity Date or for a new Maturity Date, provided that the Borrower shall, on the same day, send the Bank by telecopy a follow-up Loan Request in respect thereof. In no event shall the Borrower request any loan which, if advanced, would cause the aggregate principal amount of the Loans outstanding to exceed the Available Facility. Each verbal request for a Revolving Loan shall be made or hereunder shall be deemed to be madeinclude, and each written request shall include, a representation that all of the representations and warranties made by the Borrower in the following manner: (i) Loan Documents are and will be, after giving effect to the requested Loan, true and complete, that all the conditions precedent to such Loan as set forth in Section 6 hereof have been satisfied, and that the proceeds of the Loan will not be used for any purpose that is not permitted under the Fund Statement and the Prospectus. Each advance of Loan proceeds hereunder shall be in a minimum amount of $1,000.00. As a condition to the effectiveness of the Tenth Amendment, the Borrower shall give LaSalle deliver to the Bank a duly and validly executed revolving promissory note (the “Amended Note”) substantially in the form of Exhibit A hereto. The Amended Note shall replace and restate the Note referenced in the Agreement. Except as modified above, all other representations, warranties, covenants, terms, and conditions set forth in the Loan Agreement shall remain in full force and effect. Capitalized terms used herein shall have the same day noticemeanings as defined in the Loan Agreement. By signing below, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, you hereby certify ad confirm that no Default or Event of Default (as defined in the Loan Agreement) has occurred and is continuing, nor will the execution of this Tenth Amendment cause such request may be made at a time when there exists a Default or an Event of Default; Default to occur. If the above terms represent our understanding, please indicate your agreement by signing below and returning one copy of the Tenth Amendment along with the promissory note to me. Sincerely, Sxxxxx X. Xxxxx Assistant Vice President Accepted effective as of this 15th day of November, 2012. By: /s/ Jxxx X. Xxxxxxxx Name: Jxxx X. Xxxxxxxx Title: Chief Executive Officer $5,250,000 Cincinnati, Ohio TXXXXXXX IM FUNDS, INC., a Wisconsin corporation, previously known ax Xxxxxxxx Plumb Funds, Inc. (ii) the coming due "Borrower"), for value received, hereby promises to pay to the order of any amount required to be paid under this Agreement U.S. BANK NATIONAL ASSOCIATION (the "Bank"), or any Noteits successors or assigns, whether on account of interest or for any other Liabilitybefore November 15, shall be deemed irrevocably to be a request for a Revolving Loan on the due 2013 or such earlier date thereof specified in the amount required to pay Loan Agreement as the Maturity Date (the "Maturity Date"), the principal sum of Five Million Two Hundred Fifty Thousand Dollars ($5,250,000.00), or such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals portion thereof as may be made only by such persons as the Borrower may outstanding from time to time designate as a Loan under the hereinafter-described Loan Agreement, together with interest thereon as hereinafter provided. This Amended Note is the "Note" to which reference is made in writing the Loan Agreement originally dated as of October 1, 2004 with respect to LaSalle the Txxxxxxx LargeCap Fund, previously known as the Txxxxxxx Plumb Growth Fund (it being understood that LaSalle the "Fund") between the Borrower and the Bank (as amended, supplemented or otherwise modified as of even date herewith and from time to time in the future, the "Loan Agreement") and is subject to the terms and conditions thereof, including without limitation the terms thereof providing for acceleration of maturity of the loans made by the Bank to the Borrower under the Loan Agreement and evidenced by this Note (the "Loans"). This Note shall bear interest at a rate per annum equal to Prime, which interest shall be entitled payable to rely upon such designation until LaSalle receives the Bank (i) monthly, in arrears, commencing on December 1, 2012 and has a reasonable opportunity to act upon on the Borrower's written amendment first day of each month thereafter, (ii) whenever all or retraction any part of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited due and payable, whether on the Maturity Date, by LaSalle. Unless virtue of a mandatory prepayment, or by reason of demand, acceleration or otherwise (on the amount so due and payable) and (iii) whenever the Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower repays all of the Loans as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance voluntary prepayment. Interest on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing this Note shall be irrevocable by and binding computed on Borrowerthe basis of a year consisting of three hundred sixty (360) days but applied to the actual number of days elapsed.

Appears in 1 contract

Samples: Loan Agreement (Thompson Im Funds Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made and a request for a Capex Loan shall be made, each in the following manner: (i) Borrower shall give LaSalle LaSalle, in the case of a Revolving Loan, same day notice, no later than 10:30 11:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, and, in the case of a Capex Loan, at least two (2) Business Days notice of its intention to borrow a Capex Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date, and in the case of a notice for a Capex Loan, a statement of the purpose for the Capex Loan together with documentation substantiating the purchase or commitment to purchase Equipment or the making of or the commitment to make the capital expenditures, which documentation shall be satisfactory to LaSalle in its sole discretion; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower. Any Capex Loan shall be in the minimum amount of $20,000.

Appears in 1 contract

Samples: Loan and Security Agreement (American Materials & Technologies Corp)

Loan Requests. A The Borrower shall notify, by written notice in the form attached hereto as Exhibit D (each such notice, a “Loan Request”), such person at the Bank as the Bank may, from time to time, instruct the Borrower, by 2:00 p.m. (Eastern Time) on each day on which the Borrower desires to obtain a Loan hereunder, which day must be a Business Day, specifying the amount of the Loan desired. Notwithstanding the foregoing sentence, the Borrower may verbally request a Loan hereunder, whether up to the initial Maturity Date or for a new Maturity Date, provided that the Borrower shall, on the same day, send the Bank by telecopy a follow-up Loan Request in respect thereof. In no event shall the Borrower request any loan which, if advanced, would cause the aggregate principal amount of the Loans outstanding to exceed the Available Facility. Each verbal request for a Revolving Loan shall be made or hereunder shall be deemed to be madeinclude, and each written request shall include, a representation that all of the representations and warranties made by the Borrower in the following manner: (i) Loan Documents are and will be, after giving effect to the requested Loan, true and complete, that all the conditions precedent to such Loan as set forth in Section 6 hereof have been satisfied, and that the proceeds of the Loan will not be used for any purpose that is not permitted under the Fund Statement and the Prospectus. Each advance of Loan proceeds hereunder shall be in a minimum amount of $1,000.00. As a condition to the effectiveness of the Sixth Amendment, the Borrower shall give LaSalle deliver to the Bank a duly and validly executed revolving promissory note (the “Amended Note”) substantially in the form of Exhibit A hereto. The Amended Note shall replace and restate the Note referenced in the Agreement. Except as modified above, all other representations, warranties, covenants, terms, and conditions set forth in the Loan Agreement shall remain in full force and effect. Capitalized terms used herein shall have the same day noticemeanings as defined in the Loan Agreement. By signing below, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, you hereby certify ad confirm that no Default or Event of Default (as defined in the Loan Agreement) has occurred and is continuing, nor will the execution of this Sixth Amendment cause such request may be made at a time when there exists a Default or an Event of Default; Default to occur. If the above terms represent our understanding, please indicate your agreement by signing below and returning one copy of the Sixth Amendment along with the promissory note to me. Sincerely, Sxxxxx X. Xxxxx Assistant Vice President Accepted effective as of the 15th day of November, 2012. By: /s/ Jxxx X. Xxxxxxxx Name: Jxxx X. Xxxxxxxx Title: Chief Executive Officer $1,200,000 Cincinnati, Ohio TXXXXXXX IM FUNDS, INC., a Wisconsin corporation, previously known ax Xxxxxxxx Plumb Funds, Inc. (ii) the coming due "Borrower"), for value received, hereby promises to pay to the order of any amount required to be paid under this Agreement U.S. BANK NATIONAL ASSOCIATION (the "Bank"), or any Noteits successors or assigns, whether on account of interest or for any other Liabilitybefore November 15, shall be deemed irrevocably to be a request for a Revolving Loan on the due 2013 or such earlier date thereof specified in the amount required to pay Loan Agreement as the Maturity Date (the "Maturity Date"), the principal sum of One Million Two Hundred Thousand Dollars ($1,200,000.00), or such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals portion thereof as may be made only by such persons as the Borrower may outstanding from time to time designate as a Loan under the hereinafter-described Loan Agreement, together with interest thereon as hereinafter provided. This Amended Note is the "Note" to which reference is made in writing the Loan Agreement originally dated as of April 25, 2008 with respect to LaSalle the Txxxxxxx MxxXxx Fund, previously known as the Txxxxxxx Plumb MidCap Fund (it being understood that LaSalle the "Fund") between the Borrower and the Bank (as amended, supplemented or otherwise modified as of even date herewith and from time to time in the future, the "Loan Agreement") and is subject to the terms and conditions thereof, including without limitation the terms thereof providing for acceleration of maturity of the loans made by the Bank to the Borrower under the Loan Agreement and evidenced by this Note (the "Loans"). This Note shall bear interest at a rate per annum equal to Prime, which interest shall be entitled payable to rely upon such designation until LaSalle receives the Bank (i) monthly, in arrears, commencing on December 1, 2012 and has a reasonable opportunity to act upon on the Borrower's written amendment first day of each month thereafter, (ii) whenever all or retraction any part of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited due and payable, whether on the Maturity Date, by LaSalle. Unless virtue of a mandatory prepayment, or by reason of demand, acceleration or otherwise (on the amount so due and payable) and (iii) whenever the Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower repays all of the Loans as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance voluntary prepayment. Interest on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing this Note shall be irrevocable by and binding computed on Borrowerthe basis of a year consisting of three hundred sixty (360) days but applied to the actual number of days elapsed.

Appears in 1 contract

Samples: Loan Agreement (Thompson Im Funds Inc)

Loan Requests. A The Borrower shall notify, by written notice in the form attached hereto as Exhibit D (each such notice, a “Loan Request”), such person at the Bank as the Bank may, from time to time, instruct the Borrower, by 2:00 p.m. (Eastern Time) on each day on which the Borrower desires to obtain a Loan hereunder, which day must be a Business Day, specifying the amount of the Loan desired. Notwithstanding the foregoing sentence, the Borrower may verbally request a Loan hereunder, whether up to the initial Maturity Date or for a new Maturity Date, provided that the Borrower shall, on the same day, send the Bank by telecopy a follow-up Loan Request in respect thereof. In no event shall the Borrower request any loan which, if advanced, would cause the aggregate principal amount of the Loans outstanding to exceed the Available Facility. Each verbal request for a Revolving Loan shall be made or hereunder shall be deemed to be madeinclude, and each written request shall include, a representation that all of the representations and warranties made by the Borrower in the following manner: (i) Loan Documents are and will be, after giving effect to the requested Loan, true and complete, that all the conditions precedent to such Loan as set forth in Section 6 hereof have been satisfied, and that the proceeds of the Loan will not be used for any purpose that is not permitted under the Fund Statement and the Prospectus. Each advance of Loan proceeds hereunder shall be in a minimum amount of $1,000.00. As a condition to the effectiveness of the Tenth Amendment, the Borrower shall give LaSalle deliver to the Bank a duly and validly executed revolving promissory note (the “Amended Note”) substantially in the form of Exhibit A hereto. The Amended Note shall replace and restate the Note referenced in the Agreement. Except as modified above, all other representations, warranties, covenants, terms, and conditions set forth in the Loan Agreement shall remain in full force and effect. Capitalized terms used herein shall have the same day noticemeanings as defined in the Loan Agreement. By signing below, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, you hereby certify ad confirm that no Default or Event of Default (as defined in the Loan Agreement) has occurred and is continuing, nor will the execution of this Tenth Amendment cause such request may be made at a time when there exists a Default or an Event of Default; Default to occur. If the above terms represent our understanding, please indicate your agreement by signing below and returning one copy of the Tenth Amendment along with the promissory note to me. Sincerely, Sxxxxx X. Xxxxx Assistant Vice President Accepted effective as of this 15th day of November, 2012. By: /s/ Jxxx X. Xxxxxxxx Name: Jxxx X. Xxxxxxxx Title: Chief Executive Officer $55,000,000 Cincinnati, Ohio TXXXXXXX IM FUNDS, INC., a Wisconsin corporation, previously known ax Xxxxxxxx Plumb Funds, Inc. (ii) the coming due "Borrower"), for value received, hereby promises to pay to the order of any amount required to be paid under this Agreement U.S. BANK NATIONAL ASSOCIATION (the "Bank"), or any Noteits successors or assigns, whether on account of interest or for any other Liabilitybefore November 15, shall be deemed irrevocably to be a request for a Revolving Loan on the due 2013 or such earlier date thereof specified in the amount required to pay Loan Agreement as the Maturity Date (the "Maturity Date"), the principal sum of Fifty-Five Million Dollars ($55,000,000.00), or such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals portion thereof as may be made only by such persons as the Borrower may outstanding from time to time designate as a Loan under the hereinafter-described Loan Agreement, together with interest thereon as hereinafter provided. This Amended Note is the "Note" to which reference is made in writing the Loan Agreement originally dated as of October 1, 2004 with respect to LaSalle the Txxxxxxx Bond Fund, previously known as the Txxxxxxx Plumb Bond Fund (it being understood that LaSalle the "Fund") between the Borrower and the Bank (as amended, supplemented or otherwise modified as of even date herewith and from time to time in the future, the "Loan Agreement") and is subject to the terms and conditions thereof, including without limitation the terms thereof providing for acceleration of maturity of the loans made by the Bank to the Borrower under the Loan Agreement and evidenced by this Note (the "Loans"). This Note shall bear interest at a rate per annum equal to Prime, which interest shall be entitled payable to rely upon such designation until LaSalle receives the Bank (i) monthly, in arrears, commencing on December 1, 2012 and has a reasonable opportunity to act upon on the Borrower's written amendment first day of each month thereafter, (ii) whenever all or retraction any part of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited due and payable, whether on the Maturity Date, by LaSalle. Unless virtue of a mandatory prepayment, or by reason of demand, acceleration or otherwise (on the amount so due and payable) and (iii) whenever the Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower repays all of the Loans as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance voluntary prepayment. Interest on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing this Note shall be irrevocable by and binding computed on Borrowerthe basis of a year consisting of three hundred sixty (360) days but applied to the actual number of days elapsed.

Appears in 1 contract

Samples: Loan Agreement (Thompson Im Funds Inc)

Loan Requests. (1) A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle Agent same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow, a Prime Rate Revolving Loan, and at least three (3) Business Days prior notice of its intention to borrow a LIBOR Rate Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Prime Rate Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle Agent may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle neither Agent nor any Lender shall have no any liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower, and if such notice requests the borrowing of a LIBOR Rate Revolving Loan, such notice shall state the Interest Period with respect thereto. Borrower, at its option, may choose Prime Rate Revolving Loans or LIBOR Rate Revolving Loans, provided that any LIBOR Rate Revolving Loan shall be in a minimum amount of $500,000 or an integral multiple of $100,000 in excess thereof, and provided further that the right of Borrower to choose any LIBOR Rate Loan is subject to the provisions of paragraph 7(c) hereof. (2) All requests for Equipment Loans must be received in writing by Agent no later than 10:30 A.M. (Chicago time), five (5) Business Days prior to the date on which such Equipment Loans are required. Agent shall receive from Borrower, invoices and any other documentation relating to the purchase of such assets, in detail satisfactory to Agent in its sole discretion. Borrower shall not request and no Lender shall be obligated to make an Equipment Loan at any time following the second Contract Year. The request for an Equipment Loan shall be in writing substantially in the form of Exhibit 7(a)(2) attached hereto which specifies: (1) the proposed date of funding (which shall be a Business Day); (2) the amount of Equipment Loans requested (such amount not to be less than $100,000) and the Type of Loan requested; (3) whether or not a Default has occurred and is continuing; (4) that no Event of Default has occurred and is continuing; (5) that the amount of the Equipment Loan then requested does not exceed the permitted amount; (6) the calculations supporting such conclusion; and (7) payment instructions for the funding of the Equipment Loan. The right of Borrower to choose any LIBOR Rate Equipment Loan is subject to the provisions of paragraph 7(c) hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Transact Technologies Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, Loan in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Phoenix Medical Technology Inc)

Loan Requests. (i) A request for a Revolving Loan Credit Loans shall be made made, or shall be deemed to be made, each in the following manner: : (ia) a Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Agent notice of its intention to borrow a Revolving Loanborrow, in which notice such Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; date (which shall be a Business Day), no later than 10:00 a.m. Pacific time on the proposed borrowing date (subject to such additional requirements as are set forth in Section 2.3 for the LIBOR Option), provided, however, that no Agent may, or, if so directed in writing by -------- Required Lenders, shall (subject to Agent's right to make Discretionary Extensions as provided in subsection 3.1.4 hereof) refuse such request may be made at a time when there exists a Default or an Event of Default; and (iib) the coming failure of any Borrower to pay when due of any amount required to be paid under this Agreement or any NoteAgreement, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request by such Borrower for a Base Rate Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation and the advance of such Revolving Credit Loan shall discharge such Obligation. (ii) Restoration shall request a Seasonal Loan by giving Agent notice of its intention to borrow, in which notice Restoration shall specify the amount of the proposed borrowing and the proposed borrowing date (which shall be a Business Day), no later than 10:00 a.m. Pacific time on the proposed borrowing date, provided, however, that Agent may refuse, or, if so directed in writing by Required Lenders, shall refuse, such request at a time when there exists a Default or an Event of Default. Each such request for a Seasonal Loan shall be accompanied by a Borrowing Request Certificate in the form of Exhibit 3.1.1 hereto and such ------------- documentation relating to the store opening to be financed as Agent shall reasonably require. (iii) As an accommodation to BorrowerBorrowers, LaSalle may Agent may, but shall not be obligated to, permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleBorrowers. Unless a Borrower or Required Lenders specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from such Borrower, LaSalle Agent shall have no liability to such Borrower or Lenders for any loss or damage suffered by such Borrower or Lenders as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower such Borrower, and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Restoration Hardware Inc)

Loan Requests. A request for a Revolving Loan Loans shall be made disbursed by the Lender once each week during the term of this Agreement. Three (3) business days prior to the date on which the Company desires Lender to disburse Loan funds to the respective vendors or suppliers, the Company shall deliver to the Lender a completed Loan request substantially in the form attached hereto as Exhibit "C", together with an original or copy of the Company's purchase orders to such vendors or suppliers for the parts Inventory being purchased with the requested Loan. With respect to any portions of the weekly Loan that are to be disbursed by checks drawn on the Anchor Account, the Company shall prepare for the Lender's signature and include with the Loan request all necessary checks payable to the vendors or suppliers. If any portion of the weekly Loan is to be disbursed by a wire transfer or cashier's check or certified check, then all instructions for such other methods of payment shall be deemed to be made, each included in the following manner: (i) Borrower Loan request. Lender shall give LaSalle same day noticenot be responsible for any errors, no later than 10:30 A.M. (Chicago time) of mistakes, omissions or inaccuracies in any such dayLoan request, of its intention to borrow a Revolving Loanparts order, in which notice Borrower check or payment instructions prepared by the Company, and the Company shall specify be solely responsible for the amount accuracy and completeness of the proposed borrowing same and shall indemnify and hold the proposed borrowing date; providedLender harmless from and against any losses, howeverliabilities, that no such request may be made at a time when there exists a Default damages, claims, costs or an Event of Default; and expenses (iiincluding reasonable attorneys fees) the coming due of incurred by any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower person as a result of LaSalleany such errors, mistakes, omissions or inaccuracies. Subject to the satisfaction of the respective conditions to each such Loan set forth in Section 4, the Lender shall disburse the weekly Loan in accordance with the Company's honoring instructions included in the Loan Request within three (3) business days after the Lender's receipt of the completed Loan request. If the Lender determines that the Loan request is incomplete or inaccurate or ambiguous in any respect, the Lender shall promptly contact the Company for further instructions and shall be relieved of any requestsobligation to fund the requested Loan until receipt of such further instructions resolving the incompleteness, execution of any instructions, authorizations inaccuracy or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowerambiguity.

Appears in 1 contract

Samples: Loan and Security Agreement (American Quantum Cycles Inc)

Loan Requests. A request for a Revolving Revolver Loan shall be made made, -------------- or shall be deemed to be made, each in the following manner: : (i) Borrower shall Borrowers may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Lender notice of such day, of its Borrowers' intention to borrow borrow, which shall be in writing and shall specify whether the proposed borrowing is to be a Revolving Facility A Revolver Loan or a Facility B Revolver Loan, in which notice Borrower shall specify the amount of the proposed borrowing Loan, and the proposed date of funding of the Loan (which shall be a Business Day). Lender shall have no obligation to honor any notice of borrowing date; providedif any Default, however, that no such request may be made at a time when there exists a Event of Default or an Event Out-of-Formula Condition exists at the time of Default; Lender's receipt of such notice or would result from Lender's funding of the requested Loan, and Lender may defer the funding of any Loan requested pursuant to a notice of borrowing received after 11:00 a.m. on any Business Day to the next Business Day. By Borrowers' submission of a notice of intention to borrow, Borrowers shall be deemed to represent and warrant that the information in the most recent Borrowing Base Certificate remains true and accurate as of the time of such notice. (ii) Unless payment is otherwise timely made by Borrowers, the coming becoming due of any amount required to be paid under this Agreement or any Noteof the other Loan Documents, whether on account of interest as principal, accrued interest, fees or for any other Liabilitycharges, shall be deemed irrevocably to be a request by Borrowers from Lender for a Revolving Revolver Loan on the due date thereof of, and in the an aggregate amount required to pay pay, such interest principal, accrued interest, fees or other Liabilitycharges and the proceeds of each such Revolver Loan may be disbursed by Lender by way of direct payment of the relevant Obligation and shall bear interest at the rate of interest applicable to Revolver Loans (whether or not any Default, Event of Default or Out-of-Formula Condition exists at the time of or would result from such Revolver Loan). As an accommodation to BorrowerBorrowers, LaSalle may Lender will permit telephone requests for Revolving Loans and electronic transmittal of instructionsnotices of intention to borrow, authorizations, agreements or reports Borrowing Base Certificates and other authorizations and instructions to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may Lender from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleBorrowers. Unless Borrower Borrowers specifically directs LaSalle direct Lender in writing not to accept or act upon telephonic or electronic communications from BorrowerBorrowers, LaSalle Lender shall have no liability to Borrower Borrowers for any loss or damage suffered by Borrower Borrowers as a result of LaSalleLender's honoring of any requestssuch notices, execution of any instructions, authorizations or agreements or reliance on any reports that are communicated to it telephonically or Lender electronically and purporting to have been sent to LaSalle Lender by Borrower Borrowers and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Litchfield Financial Corp /Ma)

Loan Requests. (A) A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Agent a Notice of such day, of its intention to borrow a Revolving Credit Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any NoteAgreement, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle Agent may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Agent shall have no liability to Borrower for any loss or damage suffered by any Borrower as a result of LaSalle's Agent’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice Except as otherwise provided in Section 2.3 and subject to the provisions of borrowing Section 1.1.2, each Revolving Credit Loan shall be irrevocable made on notice, given not later than 11:00 a.m. (Milwaukee time) on the Business Day of the proposed Revolving Credit Loan by Borrower to Agent, which shall give to each Lender prompt written notice thereof by telecopier, telex or cable. Each such notice (a “Notice of Revolving Credit Loan”) shall be in writing or by telephone to Agent at (000) 000-0000, confirmed immediately in writing, specifying therein the requested date and binding amount of such Revolving Credit Loan. Each Lender shall, not later than 2:00 p.m. (Milwaukee time) on Borrowereach requested date, wire to a bank designated by Agent the amount of that Lender’s Revolving Credit Percentage of the requested Revolving Credit Loan. Agent shall, before 2:30 P.M. (Milwaukee time) on the date of the proposed Revolving Credit Loan, subject to the provisions hereof, wire to a bank designated by Borrower and reasonably acceptable to Agent, the amount of such Revolving Credit Loan to the extent received from the Lenders. The failure of any Lender to make the Revolving Credit Loan to be made by it shall not relieve any other Lender of its obligation hereunder to make its Revolving Credit Loan. Neither Agent nor any other Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Loan to be made by such other Lender.

Appears in 1 contract

Samples: Loan and Security Agreement (Houston Wire & Cable CO)

Loan Requests. A Subject to Section 3.1.4 in the case of LIBOR Advances, a request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: ( i) Designated Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Lender notice of such day, of its any Borrower's intention to borrow a Revolving Loanborrow, in which notice notice, Designated Borrower shall specify the name of the Borrower, the amount of the proposed borrowing and borrowing, the type of Loan, the proposed borrowing date, being no later than 11:00 a.m. New York time on the proposed borrowing date (each a "Borrowing Notice"); provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any NoteAgreement, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Loan at the Base Rate on the due date thereof in the amount required to pay such interest or other LiabilityObligation, unless otherwise paid or unless at the end of an Interest Period in respect of a LIBOR Advance, a request is made for a new LIBOR Advance. As an accommodation to BorrowerBorrowers, LaSalle Lender may permit telephone telephonic or electronic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Designated Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower UIC specifically directs LaSalle Lender in writing not to accept or act upon telephonic or electronic communications from any Designated Borrower, LaSalle Lender shall have no liability to any Borrower for any loss or damage suffered by any such Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Lender by a Designated Borrower and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowersender thereof.

Appears in 1 contract

Samples: Loan and Security Agreement (United Industrial Corp /De/)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Prime Rate Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; providedPROVIDED, howeverHOWEVER, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Prime Rate Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Bpi Packaging Technologies Inc)

Loan Requests. A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Agent a Notice of such day, of its intention to borrow a Revolving Credit Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any NoteAgreement, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle Agent may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only Borrower from such authorized persons designated by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalletime. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Agent shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's Agent’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person person sending it, except for any loss or damage resulting from Agent’s gross negligence on willful misconduct. Except as otherwise provided in Subsection 3.1.4, each Revolving Credit Loan shall be made on notice, given not later than 11:00 a.m. (Chicago time) on the Business Day of the proposed Revolving Credit Loan, by Borrower to Agent, which shall give to each Lender prompt written notice thereof by facsimile or e-mail. Each such notice (a “Notice of borrowing Revolving Credit Loan”) shall be irrevocable in writing or by telephone to Agent at (000) 000-0000, confirmed immediately in writing, specifying therein the requested date and binding amount of such Revolving Credit Loan. Each Lender shall, not later than 2:00 p.m. (Chicago time) on Borrowereach requested date, wire to a bank designated by Agent the amount of that Lender’s Revolving Credit Percentage of the requested Revolving Credit Loan. Agent shall, before 2:30 p.m. (Chicago time) on the date of the proposed Revolving Credit Loan, subject to the provisions hereof, wire to a bank designated by Borrower and reasonably acceptable to Agent, the amount of such Revolving Credit Loan to the extent received from Lenders. The failure of any Lender to make the Revolving Credit Loan to be made by it shall not relieve any other Lender of its obligation hereunder to make its Revolving Credit Loan. Neither Agent nor any other Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Loan to be made by such other Lender. The foregoing notwithstanding, unless otherwise notified by any Lender, Agent, in its sole discretion, may, from its own funds, make a Revolving Credit Loan on behalf of any Lender hereto. In such event, the Lender on behalf of whom Agent made the Revolving Credit Loan shall reimburse Agent for the amount of Revolving Credit Loan so made on its behalf, on a weekly (or more frequent basis as determined by Agent, in its sole discretion) basis and the entire amount of interest attributable to such Revolving Credit Loan for the period from the date on which said Revolving Credit Loan was made by Agent on such Lender’s behalf until Agent is reimbursed by such Lender, shall be paid to Agent. If at any time one or more Lenders refuse or fail to make a requested Revolving Credit Loan when all conditions to a Revolving Credit Loan have been satisfied or waived, then Agent may, at its option, but shall have no obligation whatsoever to, purchase all, but not less than all, of the Revolving Credit Notes, held by the Lender(s) who so fail or refuse, and to assume such Lender’s commitments to make Revolving Credit Loans and each such Lender shall be obligated to sell and transfer such Revolving Credit Notes to Agent for a price in cash equal to the principal balance outstanding plus all accrued but unpaid interest thereon plus all accrued but unpaid fees due any such Lender under the terms hereof, and the foregoing provisions of this Section will be applicable to Agent with respect to the Revolving Credit Notes so purchased by it. Any such purchase, however, shall not relieve any such Lender from any breach of contract claims available to Agent and/or Borrower against such Lender as a result of its failure to make any such Revolving Credit Loan.

Appears in 1 contract

Samples: Loan and Security Agreement (Home Products International Inc)

Loan Requests. A request for a Revolving Loan shall be made or ------------- shall be deemed to be made, each in the following manner: (i) a Borrower shall give LaSalle same day notice, no later than 10:30 11:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice such Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there -------- ------- exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to BorrowerBorrowers, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleBorrowers. Unless Borrower Borrowers specifically directs direct LaSalle in writing not to accept or act upon telephonic or electronic communications from BorrowerBorrowers, LaSalle shall have no liability to Borrower Borrowers for any loss or damage suffered by Borrower Borrowers as a result of LaSalle's good faith honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower Borrowers or any one of them and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on BorrowerBorrowers.

Appears in 1 contract

Samples: Loan and Security Agreement (Interplay Entertainment Corp)

Loan Requests. A request for a Revolving Credit Loan or an Acquisition Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall Borrowers may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Agent a Notice of such day, of its intention to borrow a Revolving Credit Loan or Acquisition Loan, in which notice Borrower Borrowers shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, PROVIDED, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement Agreement, the Term Note or any Acquisition Note, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to BorrowerBorrowers, LaSalle Agent may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleBorrxxxxx. Unless Borrower Xxless Borrowers specifically directs LaSalle direct Agent in writing not to accept or act upon telephonic or electronic communications from BorrowerBorrowers, LaSalle Agent shall have no liability to any Borrower for any loss or damage suffered by any Borrower as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by any Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice of borrowing Except as otherwise provided in SECTION 2.1. 1(B), each Revolving Credit Loan and each Acquisition Loan shall be irrevocable made on notice, given not later than 11:00 a.m. (Dallas time) on the Business Day of the proposed Revolving Credit Loan or Acquisition Loan, by Borrowers to Agent, which shall give to each Lender prompt written notice thereof by telecopy, telex or cable. Each such notice (a "NOTICE OF REVOLVING CREDIT LOAN" or a "NOTICE OF ACQUISITION LOAN," as applicable) shall be in writing or by telephone to Agent at (214) 000-0000, xxnfirmed immediately in writing, specifying therein the requested date and binding amount of such Revolving Credit Loan or Acquisition Loan. Each Lender shall, not later than 2:00 p.m. (Dallas time) on Borrower.each requested date, wire to a bank designated by Agent the amount of that Lendxx'x Xevolving Credit Percentage of the requested Revolving Credit Loan or the amount of that Lendxx'x Xcquisition Loan Percentage of the requested Acquisition Loan. Agent shall, before 2:30 P.M. (Dallas time) on the date of the proposed Revolving Credit Loan or proposed Acquisition Loan, subject to the provisions hereof, wire to a bank designated by Borrowers and reasonably acceptable to Agent, the amount of such Revolving Credit Loan or Acquisition Loan to the extent received from the Lenders. The failure of any Lender to make the Revolving Credit Loan or Acquisition Loan to be made by it shall not relieve any other

Appears in 1 contract

Samples: Loan Agreement (Ramsay Health Care Inc)

Loan Requests. A In connection with each request for a Revolving Loan, the Borrower shall deliver to the Agent a signed Notice of Borrowing and a Mortgage Loan Schedule attached thereto. For each Loan requested, the Agent shall be made or shall be deemed to be made, each in receive the following manner: written Notice of Borrowing request not later than (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. 10:00 a.m. (Chicago New York City time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify on the amount Business Day of the proposed borrowing and in the proposed borrowing date; provided, however, that no such request may be made at case of a time when there exists a Default or an Event of Default; Prime Loan and (ii) not later than 12:00 noon (New York City time) on the coming due third Business Day before the date of any amount required such proposed borrowing in the case of a Eurodollar Loan. Prior to be paid under this Agreement or any Note, whether on account the funding of interest or for any other Liability, a Loan the proceeds of which shall be deemed irrevocably used to be originate a request for Mortgage Loan, other than a Revolving Wet Mortgage Loan on (and during the due date thereof rescission period required by the Truth in the amount required to pay such interest or other Liability. As an accommodation to BorrowerLending Act), LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may or the Closing Agent on behalf of the Borrower shall deliver to the Custodian all of the Collateral Documents as listed on Exhibit F attached hereto (the "Description of Collateral Documents"), including, without limitation, each of the following: (a) written wire instructions advising the Custodian to wire Loan proceeds from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction account to the Closing Agent reflecting the intended amount of such designation)the Mortgage Loans to be financed and giving other wiring instructions as needed by the Custodian; (b) the original of each Mortgage Note duly executed at settlement, and provided further that LaSalle will not accept duly endorsed by the Borrower in blank and containing any necessary intervening endorsements on a telephone or electronic request to change Mortgage purchased by the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Borrower; (c) a copy of each Mortgage duly executed at settlement and in recordable form, certified in writing not by the Closing Agent as being a true and accurate copy of the original Mortgage; (d) original assignment of each Mortgage, in recordable form and executed by the Borrower in blank, and with respect to accept or act upon telephonic or electronic communications from a Mortgage purchased by the Borrower, LaSalle shall have no liability to Borrower for any loss the original recorded intervening assignment or damage suffered a copy thereof certified in writing by the Borrower as being a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically true and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority accurate copy of the Person sending itoriginal intervening assignment delivered for recording; and (e) with respect to each Mortgage Loan to be pledged by the Borrower hereunder which was funded by the Borrower with the Borrower's own funds or purchased by the Borrower, the Borrower will deliver the documents required by this Section 5.03 at or prior to the time of making its loan request. Each notice Upon receipt thereof, the Custodian shall review all documents and instruments to determine whether on their face only they are satisfactory pursuant to the terms of borrowing the Custodian Agreement. Not later than 3:00 p.m., New York City time, on the date of the proposed Loan, the Custodian shall deliver to the Agent and the Borrower an Exception Report and a trust receipt with respect to the Collateral Documents for the Mortgage Loans to be irrevocable by and binding on Borrowerpledged to the Agent.

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Cityscape Financial Corp)

Loan Requests. A In connection with each request for a Revolving Loan shall be made or shall be deemed to be madeLoan, each in the following manner: (i) Borrower shall give LaSalle same day noticedeliver to the Agent a signed Notice of Borrowing and a Mortgage Loan Schedule attached thereto. For each Loan requested, no later than 10:30 A.M. the Agent shall receive the written Notice (Chicago timea) of such day, of its intention written wire instructions advising the Custodian to borrow a Revolving Loan, in which notice Borrower shall specify wire Loan proceeds from the Borrower's account to the Closing Agent reflecting the intended amount of the proposed borrowing Mortgage Loans to be financed and giving other wiring instructions as needed by the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and Custodian; (iib) the coming due original of each Mortgage Note duly executed at settlement, and duly endorsed by the Borrower in blank and containing any amount required necessary intervening endorsements on a Mortgage purchased by the Borrower; (c) a copy of each Mortgage duly executed at settlement and in recordable form, certified in writing by the Closing Agent as being a true and accurate copy of the original Mortgage; (d) original assignment of each Mortgage, in recordable form and executed by the Borrower in blank, and with respect to a Mortgage purchased by the Borrower, the original recorded intervening assignment or a copy thereof certified in writing by the Borrower as being a true and accurate copy of the original intervening assignment delivered for recording; and (e) with respect to each Mortgage Loan to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle pledged by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon hereunder which was funded by the Borrower with the Borrower's written amendment own funds or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change purchased by the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle the Borrower will deliver the documents required by this Section 5.03 at or prior to the time of making its loan request. Upon receipt thereof, the Custodian shall have no liability review all documents and instruments to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance determine whether on any reports communicated their face only they are satisfactory pursuant to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority terms of the Person sending itCustodian Agreement. Each notice Not later than 11:00 a.m., New York City time, on the date of borrowing the proposed Loan, the Custodian shall deliver to the Agent and the Borrower an Exception Report and a trust receipt with respect to the Collateral Documents for the Mortgage Loans to be irrevocable by and binding on Borrowerpledged to the Agent.

Appears in 1 contract

Samples: Revolving Credit and Security Agreement (Cityscape Financial Corp)

Loan Requests. A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each in the following manner: : (i) Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Lender notice of its intention to borrow a Revolving Loanborrow, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date and, if applicable, wiring instructions as set forth below, no later than 11:00 a.m. New York City time on the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any NoteAgreement, whether on account as a drawing under the Letter of Credit, as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle Lender, at Borrower's request, will wire transfer Revolving Credit Loan proceeds into an operating account maintained by Borrower in a state in which Bank does not maintain branches. As an accommodation to Borrower, Lender may permit telephone telephonic or electronic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Lender in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Lender shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Lender by Borrower and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Emtec Inc/Nj)

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Loan Requests. A The Borrower shall notify, by written notice in the form attached hereto as Exhibit D (each such notice, a "Loan Request"), such person at the Bank as the Bank may, from time to time, instruct the Borrower, by 2:00 p.m. (Eastern Time) on each day on which the Borrower desires to obtain a Loan hereunder, which day must be a Business Day, specifying the amount of the Loan desired. Notwithstanding the foregoing sentence, the Borrower may verbally request a Loan hereunder, whether up to the initial Maturity Date or for a new Maturity Date, provided that the Borrower shall, on the same day, send the Bank by telecopy a follow-up Loan Request in respect thereof. In no event shall the Borrower request any loan which, if advanced, would cause the aggregate principal amount of the Loans outstanding to exceed the Available Facility. Each verbal request for a Revolving Loan shall be made or hereunder shall be deemed to be madeinclude, and each written request shall include, a representation that all of the representations and warranties made by the Borrower in the following manner: (i) Loan Documents are and will be, after giving effect to the requested Loan, true and complete, that all the conditions precedent to such Loan as set forth in Section 6 hereof have been satisfied, and that the proceeds of the Loan will not be used for any purpose that is not permitted under the Fund Statement and the Prospectus. Each advance of Loan proceeds hereunder shall be in a minimum amount of $1,000.00. As a condition to the effectiveness of the Third Amendment, the Borrower shall give LaSalle deliver to the Bank a duly and validly executed revolving promissory note (the "Amended Note") substantially in the form of Exhibit A hereto. The Amended Note shall replace and restate the Note referenced in the Agreement. Except as modified above, all other representations, warranties, covenants, terms, and conditions set forth in the Loan Agreement shall remain in full force and effect. Capitalized terms used herein shall have the same day noticemeanings as defined in the Loan Agreement. By signing below, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, you hereby certify ad confirm that no Default or Event of Default (as defined in the Loan Agreement) has occurred and is continuing, nor will the execution of this Third Amendment cause such request may be made at a time when there exists a Default or an Event of Default; Default to occur. If the above terms represent our understanding, please indicate your agreement by signing below and returning one copy of the Third Amendment along with the promissory note to me. Sincerely, Shelly L. Allen Assistant Vice President Accepted effective as of xxxx 00xx xxx of November, 2006. Borrower: Thompson Plumb Funds, Inc. By: ------------------------------- Xxxx: John W. Thompson Title: Chief Executive Officer EXHIBIT A AMENDED PROMISSORY NOTE $20,000,000 Cincinnati, Ohio November 15, 2006 Thompson Plumb Funds, Inc., a Wisconsin corporation (ii) the coming due "Borrower"), xxx value received, hereby promises to pay to the order of any amount required to be paid under this Agreement U.S. BANK N.A. (the "Bank"), or any Noteits successors or assigns, whether on account of interest or for any other Liabilitybefore November 15, shall be deemed irrevocably to be a request for a Revolving Loan on the due 2007 or such earlier date thereof specified in the amount required to pay Loan Agreement as the Maturity Date (the "Maturity Date"), the principal sum of Twenty Million Dollars ($20,000,000.00), or such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals portion thereof as may be made only by such persons as the Borrower may outstanding from time to time designate as a Loan under the hereinafter-described Loan Agreement, together with interest thereon as hereinafter provided. This Amended Note is the "Note" to which reference is made in writing the Loan Agreement originally dated as of October 1, 2004 with respect to LaSalle the Thompson Plumb Growth Fund (it being understood that LaSalle the "Fund") between the Borrower and txx Xxxx (xx xxended, supplemented or otherwise modified as of even date herewith and from time to time in the future, the "Loan Agreement") and is subject to the terms and conditions thereof, including without limitation the terms thereof providing for acceleration of maturity of the loans made by the Bank to the Borrower under the Loan Agreement and evidenced by this Note (the "Loans"). This Note shall bear interest at a rate per annum equal to Prime, which interest shall be entitled payable to rely upon such designation until LaSalle receives the Bank (i) monthly, in arrears, commencing on December 1, 2006 and has a reasonable opportunity to act upon on the Borrower's written amendment first day of each month thereafter, (ii) whenever all or retraction any part of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited due and payable, whether on the Maturity Date, by LaSalle. Unless virtue of a mandatory prepayment, or by reason of demand, acceleration or otherwise (on the amount so due and payable) and (iii) whenever the Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower repays all of the Loans as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance voluntary prepayment. Interest on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing this Note shall be irrevocable by and binding computed on Borrowerthe basis of a year consisting of three hundred sixty (360) days but applied to the actual number of days elapsed.

Appears in 1 contract

Samples: Loan Agreement (Thompson Plumb Funds Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago Portland time) of such day, of its intention to borrow a Prime Rate Revolving Loan, and at least three (3) Business Days prior notice of its intention to borrow a LIBOR Rate Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Prime Rate Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and Borrower. LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower, and if such notice requests the borrowing of a LIBOR Rate Revolving Loan, such notice shall state the Interest Period with respect thereto. Borrower, at its option, may choose Prime Rate Revolving Loans or LIBOR Rate Revolving Loans; provided, that any LIBOR Rate Revolving Loan shall be in a minimum amount of $500,000 or an integral multiple of $100,000 in excess thereof; and provided further, that the right of Borrower to choose any LIBOR Rate Loan is subject to the provisions of paragraph 6(c) hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Morrow Snowboards Inc)

Loan Requests. A request for a Revolving Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower an Authorized Officer shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Lender written notice of its intention to borrow a Revolving Loanborrow, in which notice Borrower such Authorized Officer shall specify the amount of the proposed borrowing and the proposed borrowing date; , no later than 11:00 a.m. (Dallas, Texas time) on the proposed borrowing date (or in accordance with Section 2.3 hereof in the case of a request for a LIBOR Portion), provided, however, that no Lender shall have the right to refuse to accept a request or refuse to make a Loan if at such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or under any Noteof the other Loan Documents, whether on account of interest as principal, accrued interest, fees or for any other Liabilitycharges, shall irrevocably be deemed irrevocably to be a request by Borrowers to Lender for a Revolving Loan on the due date thereof of, and in the an aggregate amount required to pay pay, such interest principal, accrued interest, fees or other Liabilitycharges, and the proceeds of any such Loan may be disbursed by Lender by way of direct payment of the relevant Obligation (whether or not any Default, Event of Default or Out-of-Formula Condition exists at the time of or would result from such Loan) and shall bear interest at the rate of interest applicable to the Base Rate Portion. As an accommodation to BorrowerBorrowers, LaSalle Lender may permit telephone facsimile transmittal of requests for Revolving Loans and electronic transmittal of Loans, instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSallean Authorized Officer. Unless Borrower Borrowers specifically directs LaSalle direct Lender in writing not to accept or act upon telephonic or electronic on facsimile communications from Borroweran Authorized Officer, LaSalle Lender shall have no liability to any Borrower for any loss or damage suffered by any Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically Lender by facsimile and purporting to have been sent to LaSalle Lender by Borrower any Authorized Officer and LaSalle Lender shall have no duty to verify the origin or authenticity of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowercommunication.

Appears in 1 contract

Samples: Loan and Security Agreement (Avalon Community Services Inc)

Loan Requests. A Each request by the Borrower for a Revolving Loan hereunder shall be made or by telephonic notice to the Bank (a "LOAN REQUEST") prior to 11:30 a.m., Boston time, on the Borrowing Date in the case of Base Rate Loans and Money Market Loans, and three days prior to the Borrowing Date in the case of Eurodollar Loans. Each Loan Request shall be deemed to be made, each in the following manner: irrevocable and shall state (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the principal amount of the proposed borrowing and the proposed borrowing date; providedrequested Loan, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required interest rate to be paid under this Agreement or any Noteapplicable thereto, whether on account and (iii) in the case of interest or Eurodollar Loans and Money Market Loans, the Interest Period requested for any other Liabilitysuch Loan (subject to the definition of Interest Period). Each Loan request shall also state the maximum amount the Borrower is then permitted to borrow hereunder, determined in accordance with the definition of Maximum Amount. Each Loan Request shall be deemed irrevocably to be made by a request for a Revolving Loan on duly authorized representative of the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle as specified by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may in writing from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to time, and the Bank may rely upon any telephone request that it reasonably believes is made by such designation until LaSalle receives a representative. Each Loan Request shall promptly be followed by a written confirmation thereof, substantially in the form of EXHIBIT A hereto, PROVIDED that if such written confirmation differs in any material respect from the action of the Bank taken in good faith reliance upon such telephone request, the records of the Bank shall control absent manifest error. Each Loan Request made by the Borrower shall constitute a representation and has a reasonable opportunity warranty by the Borrower to act upon the Bank that (i) the Loan requested thereby is permitted under the Borrower's written amendment or retraction Registration Statement; (ii) such Loan will not, when made, cause the aggregate outstanding principal amount of all Loans of the Borrower hereunder to exceed the Maximum Amount then in effect; (iii) the proceeds of such designation)Loan will be used by the Borrower only in accordance with the provisions of Section 2.13 hereof, and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority (iv) all of the Person sending it. Each notice representations and warranties of borrowing shall be irrevocable by the Borrower contained in Section 4 hereof are true and binding correct on Borrowerand as of the date of such Loan Request and the date of such Loan as though made on and as of such dates.

Appears in 1 contract

Samples: Credit Agreement (High Yield Plus Fund Inc)

Loan Requests. A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each by an Authorized Officer in the following manner: (i) Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Lender notice of such day, of its the intention to borrow a Revolving Loanborrow, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date (which shall be a Business Day), no later than 1:00 P.M. Eastern time on the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any Noteof the Notes, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle may Lender shall permit telephone telephonic requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Lender in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Lender shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Lender by Borrower and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Electronics Boutique Holdings Corp)

Loan Requests. A Each request by the Borrower for the making, conversion or continuation of a Revolving Loan hereunder shall be made or by telephonic notice to the Agent (a "Loan Request") prior to 11:30 a.m., Boston time, on the Borrowing Date, in the case of Base Rate Loans, and two days prior to the Borrowing Date, in the case of Eurodollar Loans. Each Loan Request shall be deemed to be made, each in the following manner: irrevocable and shall state (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the principal amount of the proposed borrowing and the proposed borrowing date; providedrequested Loan, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due portion of any amount required such Loan that the Borrower designates as being borrowed under the M Portion of the facility; (iii) the portion of such Loan that the Borrower designates as being borrowed under the NM Portion of the facility; (iv) the interest rate to be paid under this Agreement or any Noteapplicable thereto, whether on account and, in the case of interest or Eurodollar Loans, (v) the Interest Period requested for any other Liabilitysuch Loan (subject to the definition of Interest Period). Each Loan Request shall also state the maximum amount the Borrower is then permitted to borrow hereunder, determined in accordance with Section 2.1 and the definition of Maximum Amount. Each Loan Request shall be deemed irrevocably made by a duly authorized representative of the Borrower, as specified by the Borrower in writing from time to time, and the Agent may rely upon any telephone request that it reasonably believes is made by such a representative. The Agent shall promptly advise the Banks of the content of each such notice and, if an Interest Period of other than one, two, three or six months is requested, request the consent of each Bank to such Interest Period. Each Loan Request shall promptly be followed by a request for a Revolving Loan on the due date thereof written confirmation thereof, substantially in the amount required to pay such interest or other Liability. As an accommodation to Borrowerform of Exhibit A hereto, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that if such written confirmation differs in any material respect from the action of the Banks taken in good faith reliance upon such telephone requests or electronic transmittals may be made only by such persons as request, the records of the Banks shall control absent manifest error. The Agent shall promptly notify the Borrower if any Bank has refused to allow an alternative Interest Period, and the Borrower may from time thereafter modify its Loan Request to time designate specify an Interest Period of the duration permitted herein. Each Loan Request made by the Borrower shall constitute a representation and warranty by the Borrower to the Banks that (i) the Loan requested thereby is permitted under the Partnership Agreement; (ii) such Loan will not, when made, cause the aggregate indebtedness of the Borrower hereunder to exceed the Maximum Amount then in writing effect; (iii) such Loan will not, when made, cause the aggregate M Portions of all Loans hereunder to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon exceed 50% of the current market value of the securities constituting Margin Stock in the Borrower's written amendment or retraction investment portfolio; (iv) such Loan will not, when made, cause the aggregate NM Portions of all Loans hereunder to exceed 50% of the current market value of Eligible Assets; (v) the proceeds of such designation), Loan will be used by the Borrower only in accordance with the provisions of Section 2.13 hereof; and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority (vi) all of the Person sending it. Each notice representations and warranties of borrowing shall be irrevocable by the Borrower contained in Section 4 hereof are true and binding correct on Borrowerand as of the date of such Loan Request and the date of such Revolving Loan as though made on and as of such dates.

Appears in 1 contract

Samples: Credit Agreement (FMR Corp)

Loan Requests. A request for a Revolving Credit Loan bearing interest with reference to the Prime Rate shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall Borrowers may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Lender notice of such day, of its their intention to borrow a Revolving Loanborrow, in which notice Borrower Borrowers shall specify the amount of the proposed borrowing and the proposed borrowing date; , no later than 2:30 p.m., Hartford, Connecticut time on the proposed borrowing date, provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any the Term Notes or the Equipment Note, whether on account of as interest or for any other LiabilityObligation, including, without limitation, at any time that LIBOR Loans may be available hereunder, upon the maturity of any LIBOR Loan at the end of the applicable LIBOR Internal Period, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to BorrowerBorrowers, LaSalle Lender may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleBorrowers. Unless Borrower Borrowers specifically directs LaSalle direct Lender in writing not to accept or act upon telephonic or electronic communications from a Borrower, LaSalle Lender shall have no liability to any Borrower for any loss or damage suffered by any Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Lender by a Borrower and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each At such time as LIBOR Loans may be available to Borrowers hereunder, Borrowers may convert any Loan or portion thereof bearing interest with reference to the Prime Rate to a LIBOR Loan or request a LIBOR Loan by giving Lender not less than three (3) Business Days prior irrevocable written notice thereof specifying the amount of borrowing such LIBOR Loan, which shall not be less than $500,000 or an integral multiple of $100,000 in excesses thereof, the date of the requested LIBOR Loan (which shall be irrevocable by a Business Day) and binding on Borrower.the duration of the LIBOR Interest Period of such LIBOR Loan, provided, however, that in no event shall the number of LIBOR Loans outstanding at any time exceed five (5), and provided, further that no such Loan request may be made at a time when there exists a Default or an Event of Default

Appears in 1 contract

Samples: Loan and Security Agreement (Tmci Electronics Inc)

Loan Requests. A request for a Revolving Credit Loan or a Term B Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Agent a Notice of such day, of its intention to borrow a Revolving LoanCredit Loan or Term Loans B, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement Agreement, the Term Notes A or any Notethe Term Notes B, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle Agent may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Agent shall have no liability to Borrower for any loss or damage suffered by any Borrower as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice Except as otherwise provided in Section 2.3 and subject to the provisions of borrowing Section 1.1.2, each Revolving Credit Loan and each Term Loans B shall be irrevocable made on notice, given not later than 11:00 a.m. (Milwaukee time) on the Business Day of the proposed Revolving Credit Loan or Term Loans B, by Borrower to Agent, which shall give to each Lender prompt written notice thereof by telecopier, telex or cable. Each such notice (a "Notice of Revolving Credit Loan" or a "Notice of Term Loans B," as applicable) shall be in writing or by telephone to Agent at (000) 000-0000, confirmed immediately in writing, specifying therein the requested date and binding amount of such Revolving Credit Loan or Term Loans B. Each Lender shall, not later than 2:00 p.m. (Milwaukee time) on Borrower.each requested date, wire to a bank designated by Agent the amount of that Lender's Revolving Credit Percentage of the requested Revolving Credit Loan or the amount of that Lender's Term Loan B Percentage of the requested Term Loan B. Agent shall, before 2:30 P.M. (Milwaukee time) on the date of the proposed Revolving Credit Loan or proposed Term Loans B, subject to the provisions hereof, wire to a bank designated by Borrower and reasonably acceptable to Agent, the amount of such Revolving Credit Loan or Term Loans B to the extent received from the Lenders. The failure of any Lender to make the Revolving Credit Loan or Term Loans B to be made by it shall not relieve any other Lender of its obligation hereunder to make its Revolving Credit Loan or Term Loans B. Neither Agent nor any other Lender shall be responsible for the failure of any other Lender to make the Revolving Credit Loan or Term Loans B to be made by such other Lender. If at any time one or more Lenders refuse or fail to make a requested Revolving Credit Loan or Term Loans B when all conditions to a Revolving Credit Loan or Term Loans B have been satisfied or waived, then Agent may, at its option, but shall have no obligation whatsoever to, purchase all, but not less than all, of the Revolving Credit Note, Term Note A and Term Note B held by the Lender(s) who so fail or refuse, and to assume such Lender's commitments to make Revolving Credit Loans or Term Loans B and each such Lender shall be obligated to sell and transfer such Revolving Credit Note, Term Notes A or Term Note B to Agent for a price in cash equal to the principal balance outstanding plus all accrued but unpaid interest thereon plus all accrued but unpaid fees due any such Lender under the terms hereof, and the foregoing provisions of this Section will be applicable to Agent with respect to the Revolving Credit Note or Term Note B so purchased by it. Any such purchase, however, shall not relieve any such Lender from any breach of contract claims available to Agent and/or Borrower against such Lender as a result of its failure to make any such Revolving Credit Loan or Term Loans B.

Appears in 1 contract

Samples: Loan and Security Agreement (Houston Wire & Cable CO)

Loan Requests. A In connection with each request for a Revolving Loan, the Companies shall deliver to the Administrative Agent a signed Loan Request and a Mortgage Loan Schedule attached thereto. Prior to the funding of a Loan, other than a Wet Loan the proceeds of which will be used to originate or purchase a Mortgage Loan (and during the rescission period required by the Truth in Lending Act relative to the applicable Mortgage Loan), the appropriate Company or the Closing Agent on behalf of such Company shall be made deliver to the Custodian all of the Required Documents as listed on Exhibit L attached hereto, including, without limitation, each of the following: (a) the original of each promissory note relating to a Mortgage Loan duly executed at settlement, and duly endorsed by the applicable Company in blank and containing any necessary intervening endorsements on a Mortgage Loan purchased by the applicable Company; (b) a copy of each mortgage or shall be deemed deed of trust relating to a Mortgage Loan duly executed at settlement and in recordable form, certified in writing by the Closing Agent as being a true and accurate copy of the original mortgage or deed of trust; (c) original assignment of each such mortgage or deed of trust, in recordable form and executed by the applicable Company in blank, and with respect to a mortgage or deed of trust purchased by a Company, the original recorded intervening assignment or a copy thereof certified in writing by the applicable Company as being a true and accurate copy of the original intervening assignment delivered for recording; and (d) with respect to each Mortgage Loan to be madepledged by a Company hereunder which was purchased by such Company, each in such Company will deliver the following manner: (i) Borrower documents required by this Section 4.03 at or prior to the time of making the Loan. Upon receipt thereof, the Custodian shall give LaSalle same day notice, no review all documents and instruments to determine whether on their face only they are satisfactory pursuant to the terms of the Custodian Agreement. Not later than 10:30 A.M. (Chicago 1:30 p.m., New York City time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify on the amount date of the proposed borrowing Loan, the Custodian shall deliver to the Administrative Agent and the proposed borrowing date; provided, however, that no such request may be made at Companies an Exception Report and a time when there exists a Default or an Event of Default; and (ii) trust receipt with respect to the coming due of any amount required Required Documents for the Mortgage Loans to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably pledged to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on BorrowerAdministrative Agent.

Appears in 1 contract

Samples: Mortgage Loan Warehousing Agreement (Emergent Group Inc)

Loan Requests. A request for a Revolving Loan, for a Capex Loan, for a Term Loan shall be made or and for an M&E Loan shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Prime Rate Revolving Loan, a Prime Rate Capex Loan, a Term Loan or a Prime Rate M&E Loan, and at least three (3) business days prior notice of its intention to borrow a LIBOR Rate Revolving Loan, a LIBOR Rate Capex Loan or a LIBOR Rate M&E Loan, in which notice Borrower shall specify (in addition to any other requirements specified in paragraph 2., paragraph 3., paragraph 3A. or paragraph 3B. hereof) the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liabilityliability, shall be deemed irrevocably to be a request for a Prime Rate Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability; and (iii) the occurrence of the Term Loan Conditions shall be deemed irrevocably to be a request for a Term Loan on the date of such occurrence in the amount of the draw under the Victoria Letter of Credit made in connection with such occurrence. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports report communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower, and if such notice requests the borrowing of a LIBOR Rate Revolving Loan, a LIBOR Rate Capex Loan or a LIBOR Rate M&E Loan, such notice shall state the Interest Period with respect thereto. Borrower, at its option, may choose Prime Rate Revolving Loans, Prime Rate Capex Loans, Prime Rate M&E Loans, LIBOR Rate Revolving Loans, LIBOR Rate Capex Loans or LIBOR Rate M&E Loans provided, that any LIBOR Rate Loan shall be in a minimum amount of $1,000,000 or an integral multiple of $250,000 in excess thereof; and provided, further, that the right of Borrower to choose any LIBOR Rate Loan is subject to the provisions of paragraph 6(c) hereof."

Appears in 1 contract

Samples: Loan and Security Agreement (Hei Inc)

Loan Requests. A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each by an Authorized Officer in the following manner: (i) Borrower shall Borrowers may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) Lender notice of such day, of its the intention to borrow a Revolving Loanborrow, in which notice Borrower Borrowers shall specify the amount of the proposed borrowing and the proposed borrowing date (which shall be a Business Day), no later than 1:00 P.M. Eastern time on the proposed borrowing date; , or, with respect to a LIBOR Rate Loan, no later than 1:00 p.m. Eastern time two Business Days prior to the proposed borrowing date, provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any the Note, whether on account of as interest or for any other LiabilityObligation (including any reimbursement obligation under any Letter of Credit), shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrowerto 1.1 hereto, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle such other individuals identified by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing a written notice delivered to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleLender. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Lender shall have no liability to Borrower Borrowers for any loss or damage suffered by Borrower Borrowers as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Lender by Borrower an authorized representative of Borrowers as set forth on Exhibit 3.1.1 and LaSalle Lender shall have no duty to verify the origin of any such communication or the authority of the Person person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Mothers Work Inc)

Loan Requests. A Each Borrower desiring a Loan hereunder, shall notify, by written notice or e-mail in the form of Exhibit F, attached hereto and made a part hereof (each such notice, a “Loan Request”), to such person at the Bank as the Bank may, from time to time, instruct the Borrowers, by 2:00 p.m. (Eastern Time) on each day on which such Borrower desires to obtain a Loan hereunder, which day must be a Business Day, specifying the amount of the Loan desired and the applicable Borrower borrowing the Loan. Any such e-mail shall be only from the confirmed e-mail address of an Authorized Officer who is an officer of the Trust (or other person designated by such an Authorized Officer as authorized to request advances and direct repayments under the Loan Agreement) and include approval by such Authorized Officer (or such other authorized person) of an attached Loan Request (whether or not signed, and if not signed being deemed to incorporate as accepted by the applicable Borrower all terms and conditions of such Loan Request form). Notwithstanding the foregoing sentence, a Borrower may verbally request a Loan hereunder, whether up to the initial Maturity Date or for a Revolving new Maturity Date, provided that such Borrower shall, on the same day, send the Bank by e-mail or telecopy a follow-up Loan Request in respect thereof. The Bank may rely upon, and shall incur no liability for relying upon, any oral or written request the Bank believes to be genuine and to have been signed, sent or made by such an Authorized Officer or such other authorized person. In no event shall a Borrower request any loan which, if advanced, would cause the aggregate outstanding principal amount of all Loans to such Borrower to exceed its Borrower Limit, or the aggregate outstanding principal amount of all Loans to all Borrowers to exceed the Maximum Amount. Each e-mail or verbal request by a Borrower for a Loan hereunder shall be deemed to be madeinclude, and each written request shall include, a representation that all of the representations and warranties made by such Borrower with respect to the related Fund in the following manner: (i) Borrower shall give LaSalle same day noticeLoan Documents are and will be, no later than 10:30 A.M. (Chicago time) of such day, of its intention after giving effect to borrow a Revolving the requested Loan, true and correct, that all the conditions precedent to such Loan as set forth in which notice Borrower Section 6 hereof have been satisfied, and that the proceeds of the Loan will not be used for any purpose that is not permitted hereunder. Each advance of Loan proceeds hereunder shall specify the be in a minimum amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower$1,000.00.

Appears in 1 contract

Samples: Loan Agreement (Aristotle Funds Series Trust)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle Agent same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow, a Prime Rate Revolving Loan, and at least three (3) Business Days prior notice of its intention to borrow a LIBOR Rate Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, PROVIDED, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Prime Rate Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle Agent may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Agent in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle neither Agent nor any Lender shall have no any liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleAgent's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle Agent by Borrower and LaSalle Agent shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrower, and if such notice requests the borrowing of a LIBOR Rate Revolving Loan, such notice shall state the Interest Period with respect thereto. Borrower, at its option, may choose Prime Rate Revolving Loans or LIBOR Rate Revolving Loans, provided that any LIBOR Rate Revolving Loan shall be in a minimum amount of $1,000,000 or an integral multiple of $100,000 in excess thereof, and provided further that the right of Borrower to choose any LIBOR Rate Loan is subject to the provisions of paragraph 7(c) hereof.

Appears in 1 contract

Samples: Loan and Security Agreement (Security Capital Corp/De/)

Loan Requests. A request for (a) Subject to the provisions of this Agreement, a loan or advance under the Revolving Loan Credit duly and timely requested by the Borrower shall be made or shall be deemed to be madepursuant hereto, each in the following manner: provided that: (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may Borrowing Base will not be made at a time when there exists a Default or an Event of Defaultexceeded; and (ii) The Revolving Credit has not been suspended as provided in Section 2-4(i). (b) Requests for loans and advances under the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals Credit may be made only requested by such persons as the Borrower in such manner as may from time to time designate be reasonably acceptable to the Lender. (c) Subject to provisions of this Agreement, a request for a loan or advance (in writing to LaSalle (it being understood that LaSalle each instance in an amount which is not less than $10,000.00) shall be entitled made by 11:00AM PST on a Business Day will be made by the end of business on that Business Day; otherwise, by the end of the then next Business Day. (d) Any request for a Revolving Credit Loan or for the conversion of a Revolving Credit Loan which is made after the applicable deadline therefor, as set forth above, shall be deemed to have been made at the opening of business on the then next Business Day or Libor Business Day, as applicable. Each request for a Revolving Credit Loan or for the conversion of a Revolving Credit Loan shall be made in such manner as may from time to time be acceptable to the Lender (e) If, during the Fifteen (15) days immediately preceding the day on which a loan request is made there has been no unpaid principal balance in the Loan Account on account of loans and advances under the Revolving Credit, the loan so requested shall be made (subject to all other provisions of this Agreement) no later than the Fifth Business Day after (and not counting) the day on which the loan otherwise would have been made as provided above. (f) The Lender may rely upon such designation until LaSalle receives and has on any request for a reasonable opportunity loan or advance, or other financial accommodation under the Revolving Credit which the Lender, in good faith, believes to have been made by a Person duly authorized to act upon on behalf of the Borrower and may decline to make any such requested loan or advance, or issuance, or to provide any such financial accommodation pending the Lender's being furnished with such documentation concerning that Person's authority to act as may be satisfactory to the Lender. (g) A request by the Borrower for loan or advance, or other financial accommodation under the Revolving Credit shall be irrevocable and shall constitute certification by the Borrower that as of the date of such request, each of the following is true and correct: (i) There has been no material adverse change in the Borrower's written amendment financial condition from the most recent financial information furnished Lender pursuant to this Agreement. (ii) The Borrower is in compliance with, and has not breached any of, its covenants contained in this Agreement. (iii) All or retraction a portion of any loan or advance so requested will be set aside by the Borrower to cover all of the Borrower's obligations for sales tax on account of sales since the then most recent borrowing pursuant to the Revolving Credit. (iv) Each representation which is made herein or in any of the Loan Documents (defined below) is then true and complete as of and as if made on the date of such designation)request. (v) To its knowledge, and provided further that LaSalle will not accept a telephone or electronic request no Suspension Event is then extant. (h) Upon the occurrence from time to change the account number into which proceeds from time of any Suspension Event: (i) The Lender may suspend the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing Credit immediately. (ii) The Lender shall not be obligated, during such suspension, to accept make any loans or act upon telephonic advance, or electronic communications from Borrower, LaSalle shall have no liability to Borrower for provide any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowerfinancial accommodation hereunder.

Appears in 1 contract

Samples: Loan and Security Agreement (Garden Botanika Inc)

Loan Requests. (A) A request for a Revolving Eurodollar Loan shall be made made, or shall be deemed to be made, each if Borrower gives Lender notice of its intention to borrow in the form of EXHIBIT P hereto (a "BORROWING NOTICE"), in which notice Borrower shall specify (i) the aggregate amount of such Eurodollar Loan, (ii) the requested date of such Eurodollar Loan, (iii) the Applicable Annual Rate selected in accordance with SECTION 2.1.1, and (iv) the LIBOR Interest Period applicable thereto. If Borrower selects a Eurodollar Loan, Borrower shall give Lender the Borrowing Notice no later than 11:00 a.m. Dallas, Texas time at least two (2) Business Days prior to the requested date of the Eurodollar Loan. Notwithstanding anything herein to the contrary, Lender shall have the right to refuse to accept a request for a Eurodollar Loan and to refuse to make a Eurodollar Loan if at the date such request is made or such Eurodollar Loan is to be made there exists a Default or an Event of Default. (B) A request for a Base Rate Loan shall be made, or shall be deemed to be made, in the following manner: : (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Lender notice of its intention to borrow a Revolving Loanborrow, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date, no later than 11:00 a.m. Dallas, Texas time on the proposed borrowing date; providedPROVIDED, howeverHOWEVER, that no Lender shall have the right to refuse to accept such a request may be made or make such a Loan if at a such time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement Agreement, under the Term Note, the Equipment Note or any Noteof the other Loan Documents, whether on account of interest as principal, accrued interest, fees or for any other Liabilitycharges, shall be deemed irrevocably to be a request by Borrower from Lender for a Revolving Credit Loan on the due date thereof of, and in the an aggregate amount required to pay pay, such interest principal, accrued interest, fees or other Liabilitycharges and the proceeds of each such Revolving Credit Loan may be disbursed by Lender by way of direct payment of the relevant Obligation and shall bear interest at the rate of interest applicable to Revolving Credit Loans (whether or not any Default, Event of Default or Out-of-Formula Condition exists at the time of or would result from such Revolving Credit Loan). As an accommodation to Borrower, LaSalle Lender may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Lender in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Lender shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it Lender telephonically or electronically and purporting to have been sent to LaSalle Lender by any individual from time to time designated by Borrower as an authorized officer and LaSalle Lender shall have no duty to verify the origin or authenticity of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowercommunication.

Appears in 1 contract

Samples: Loan and Security Agreement (Advanced Technical Products Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower shall give LaSalle Agent same day written notice, no later than 10:30 A.M. 1:00 P.M. (Chicago time) of such day, of its intention to borrow borrow, a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; , provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a an authorized request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle Agent may permit telephone electronic transmittals of requests for Revolving Loans and electronic transmittal of Loans, instructions, authorizations, agreements or reports to LaSalle Agent by Borrower; provided provided, however, that telephone requests any request for a Revolving Loan or electronic transmittals may disbursement instruction shall be made signed only by such persons as an officer or officers of Borrower whose name, incumbency and signature appear on the Borrower may most recent list of authorized officers delivered from time to time designate by Borrower to Lender (each, a “Loan Request Authorization”) and, until such a Loan Request Authorization is delivered to Lender, all names set forth on the secretary’s certificate delivered to Lender in writing connection with this Agreement are acknowledged to LaSalle (it being understood that LaSalle shall be entitled so authorized, and Lender is irrevocably authorized to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSallethereon. Unless Borrower specifically directs LaSalle in writing Agent not to accept or act upon telephonic or electronic communications from Borrower, LaSalle . Neither Agent nor any Lender shall have no any liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's Agent’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically electronically or electronically otherwise and purporting to have been sent to LaSalle Agent by Borrower in the manner and LaSalle by the authorized officer provided above, and Agent shall have no duty to verify the origin of any such communication or the authority of the Person sending it, except in connection with its review of the most recent Loan Request Authorization delivered to Lender by Borrower. Each notice of borrowing shall be irrevocable by and binding on Borrower.

Appears in 1 contract

Samples: Loan and Security Agreement (Impco Technologies Inc)

Loan Requests. (A) A request for a Revolving Loan shall Eurodollxx Xxxx xxall be made made, or shall be deemed to be made, each if Borrower gives Lender notice of its intention to borrow in the form of EXHIBIT P hereto (a "BORROWING NOTICE"), in which notice Borrower shall specify (i) the aggregate amount of such Eurodollar Loan, (ii) the requested date of such Eurodollar Loan, (iii) the Applicable Annual Rate selected in accordance with SECTION 2.1.1, and (iv) the LIBOR Interest Period applicable thereto. If Borrower selects a Eurodollar Loan, Borrower shall give Lender the Borrowing Notice no later than 11:00 a.m. Dallas, Texas time at least two (2) Business Days prior to the requested date of the Eurodollar Loan. Notwithstanding anything herein to the contrary, Lender shall have the right to refuse to accept a request for a Eurodollar Loan and to refuse to make a Eurodollar Loan if at the date such request is made or such Eurodollar Loan is to be made there exists a Default or an Event of Default. (B) A request for a Base Rate Loan shall be made, or shall be deemed to be made, in the following manner: : (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Lender notice of its intention to borrow a Revolving Loanborrow, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date, no later than 11:00 a.m. Dallas, Texas time on the proposed borrowing date; providedPROVIDED, howeverHOWEVER, that no Lender shall have the right to refuse to accept such a request may be made or make such a Loan if at a such time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement Agreement, under the Term Note, the Equipment Note or any Noteof the other Loan Documents, whether on account of interest as principal, accrued interest, fees or for any other Liabilitycharges, shall be deemed irrevocably to be a request by Borrower from Lender for a Revolving Credit Loan on the due date thereof of, and in the an aggregate amount required to pay pay, such interest principal, accrued interest, fees or other Liabilitycharges and the proceeds of each such Revolving Credit Loan may be disbursed by Lender by way of direct payment of the relevant Obligation and shall bear interest at the rate of interest applicable to Revolving Credit Loans (whether or not any Default, Event of Default or Out-of-Formula Condition exists at the time of or would result from such Revolving Credit Loan). As an accommodation to Borrower, LaSalle Lender may permit telephone telephonic requests for Revolving Loans loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Lender by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle Lender in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle Lender shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalleLender's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it Lender telephonically or electronically and purporting to have been sent to LaSalle Lender by any individual from time to time designated by Borrower as an authorized officer and LaSalle Lender shall have no duty to verify the origin or authenticity of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowercommunication.

Appears in 1 contract

Samples: Loan and Security Agreement (Advanced Technical Products Inc)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: (i) Borrower Omni shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago Portland time) of such day, of its intention to borrow a Revolving Loan, in which notice Borrower Omni shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; (ii) if Omni is using the cash management services of LaSalle National Bank, Omni will be deemed to have requested Revolving Loans at such times and in such amounts as are required to cover drafts and other charges clearing Omni's account each day in accordance with the cash management procedures approved by Omni; and (iiiii) the coming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to BorrowerBorrowers, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalleBorrowers. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower Borrowers for any loss or damage suffered by either Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower Borrowers, or either of them, and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on BorrowerBorrowers.

Appears in 1 contract

Samples: Loan and Security Agreement (Omni Rail Products Inc)

Loan Requests. A If the Periodic Report delivered on or prior to the Reporting Date of any month or a loan request for a Revolving Loan shall be made or shall be deemed to be made, each in the following manner: form of Exhibit C hereto (an “Addition Notice”) delivered by the Borrower on any other Business Day, in either case, at least two Business Days prior to a proposed Borrowing Date shall specify (i) Borrower shall give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, of its intention that additional Receivables will be added to borrow a Revolving Loan, in which notice Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; Financed Receivables and (ii) a requested amount of an additional borrowing, which must be in a minimum amount of $500,000 (or, if less, an amount equal to the coming due Maximum Borrowing after giving effect to any payments on the related Settlement Date, if such additional borrowing will be on a Settlement Date) the Conduit Lender, or the Committed Lender if the Conduit Lender has determined not to make such requested Loan, shall, subject to the terms and conditions hereof, transfer to the Borrower’s Account the requested proceeds of such Loan by 12:00 p.m. (New York time) on the related Borrowing Date. To the extent the Servicer is permitted to commingle funds pursuant to Section 1.6(a) and the Borrowing Date is a Settlement Date, amounts to be applied to repay principal on Loan Amounts for any Lender pursuant to Section 1.6(a)(iii) and 1.6(b)(iii) may be netted against the amount that such Lender would otherwise be required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, transfer into the Borrower’s Account pursuant to the preceding sentence. Any Addition Notice delivered by the Borrower shall be deemed irrevocably list the additional Receivables to be added to the Financed Receivables, and shall contain (i) the Discounted Receivable Balance of each of the additional Receivables as of the applicable Cut-Off Date, (ii) the Adjusted Included Balance (or, if a request for a Revolving Loan Canadian Amortization Event has occurred, the U.S. Adjusted Included Balance) as of the applicable Borrowing Date (after giving effect to any additions or deletions on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designationdate), and provided further that LaSalle will not accept (iii) the Targeted Loan Amount (or, if a telephone Canadian Amortization Event has occurred, the U.S. Targeted Loan Amount), after giving effect to the requested Loan and any additions to or electronic request to change the account number into which proceeds deletions from the Revolving Loans are deposited by LaSalleAdjusted Included Balance (or, if a Canadian Amortization Event has occurred, the U.S. Adjusted Included Balance) on such Borrowing Date. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from The Administrative Agent shall promptly notify the Borrower, LaSalle shall have no liability the Servicer, and the Committed Lender if the Conduit Lender has declined, or has determined to Borrower for decline, to make any loss or damage suffered by Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on Borrowerrequested Loan.

Appears in 1 contract

Samples: Loan and Security Agreement (Terex Corp)

Loan Requests. A request for a Revolving Loan shall be made or shall be deemed to be made and a request for a Capex Loan shall be made, each in the following manner: (i) the Borrower shall give LaSalle LaSalle, in the case of a Revolving Loan, same day notice, no later than 10:30 11:30 A.M. (Chicago time) of such day, of its intention to borrow such Revolving Loan and, in the case of a Revolving Capex Loan, at least two (2) Business Days notice of its intention to borrow a Capex Loan, in which notice the Borrower shall specify the amount of the proposed borrowing and the proposed borrowing date, and in the case of a notice for a Capex Loan, a statement of the purpose for the Capex Loan together with documentation substantiating the purchase or commitment to purchase Equipment or the making of or the commitment to make the capital expenditures, which documentation shall be satisfactory to LaSalle in its sole discretion; provided, however, that no such request may be made at a time when there exists a Default or an Event of Default; and (ii) the coming becoming due of any amount required to be paid under this Agreement or any Note, whether on account of interest or for any other Liability, shall be deemed irrevocably to be a request for a Revolving Loan on the due date thereof in the amount required to pay such interest or other Liability. As an accommodation to the Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless the Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from the Borrower, LaSalle shall have no liability to the Borrower for any loss or damage suffered by the Borrower as a result of LaSalle's honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by the Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing shall be irrevocable by and binding on the Borrower. Any Capex Loan shall be in the minimum amount of $50,000."

Appears in 1 contract

Samples: Loan Agreement (American Materials & Technologies Corp)

Loan Requests. A request for a Revolving Credit Loan shall be made made, or shall be deemed to be made, each in the following manner: (i) Borrower shall may give LaSalle same day notice, no later than 10:30 A.M. (Chicago time) of such day, Agent notice of its intention to borrow a Revolving Loan(or of the intention of any UK Borrower to borrow), in which notice Borrower shall specify specify: (a) the amount of the proposed borrowing, (b) for borrowings made by the Borrower, whether such borrowing shall be in US Dollars, Pounds Sterling or Euros, (c) for borrowings made by the UK Borrower, whether such borrowing shall be in Pounds Sterling or Euros, and (d) the proposed borrowing date; , (x) no later than 2:00 p.m. New York time on the proposed borrowing date for Swing Line Loans which are US Revolving Credit Loans and no later than 10:00 a.m. New York Time on the Business Day prior to the proposed borrowing date for Swing Line Loans which are UK Revolving Credit Loans or (y) no later than 2:00 p.m. New York time on the Business Day prior to the proposed borrowing date for US Revolving Credit Loans (or in accordance with Section 3.1.5 in the case of a request for a LIBOR Advance) or (z) no later than 10:00 a.m. New York time three Business Days prior to the proposed borrowing date for UK Revolving Credit Loans, provided, however, that no such request may be made at a time when there exists a Default or an Event of DefaultDefault or other conditions set forth in Section 8 are not satisfied; and (ii) the coming becoming due of any amount required to be paid under this Agreement Agreement, or any Notethe Revolving Notes, whether on account of as interest or for any other LiabilityObligation, shall be deemed irrevocably to be a request for a Revolving Credit Loan on the due date thereof in the amount required to pay such interest or other LiabilityObligation. As an accommodation to Borrower, LaSalle may permit telephone requests for Revolving Loans and electronic transmittal of instructions, authorizations, agreements or reports to LaSalle Upon receipt by Borrower; provided that telephone requests or electronic transmittals may be made only by such persons as the Borrower may from time to time designate in writing to LaSalle (it being understood that LaSalle shall be entitled to rely upon such designation until LaSalle receives and has a reasonable opportunity to act upon the Borrower's written amendment or retraction of such designation), and provided further that LaSalle will not accept a telephone or electronic request to change the account number into which proceeds from the Revolving Loans are deposited by LaSalle. Unless Borrower specifically directs LaSalle in writing not to accept or act upon telephonic or electronic communications from Borrower, LaSalle shall have no liability to Borrower for any loss or damage suffered by Borrower as a result of LaSalle's honoring Agent of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to LaSalle by Borrower and LaSalle shall have no duty to verify the origin of any such communication or the authority of the Person sending it. Each notice of borrowing pursuant to which the Borrower or UK Borrower proposes to borrow in Pounds Sterling or Euros, the Agent shall be irrevocable by and binding on Borrowerprovide notice of the same to each Lender which has previously advised the Agent that such Lender has Pounds Sterling or Euro funding capacity, as the case may be.

Appears in 1 contract

Samples: Loan and Security Agreement (Mobile Mini Inc)

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