Common use of Loans-General Clause in Contracts

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrower. (d) Unless the Requisite Banks otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 3 contracts

Samples: 364 Day Loan Agreement (MGM Mirage), 364 Day Loan Agreement (MGM Mirage), 364 Day Loan Agreement (MGM Mirage)

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Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Effective Date through the Banking Business Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Lender under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower penalty and each Co-Borrowermay be borrowed, repaid and reborrowed. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar LIBOR Rate Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances Loans may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Interest Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-BorrowerDisbursement Account. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 250,000 which is not less than $5,000,0001,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Interest Period for any Eurodollar Rate LIBOR Loan, then on the last day of such Eurodollar Interest Period, such Eurodollar Rate LIBOR Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) payable the Banks Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such PartyLenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 2 contracts

Samples: Loan Agreement (Wheeling Land Development Corp), Loan Agreement (Wdra Food Service Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that Bank's its Pro Rata Share of the then applicable Revolving Commitment, make revolving Advances to Borrower or to any Co-Borrower under the Revolving Commitment in such amounts as Borrower or any Co-Borrower may request that do not exceed in the aggregate at any one time outstanding the amount of that Lender’s Pro Rata Share of the then applicable Revolving Commitment; provided that, giving effect to the Loan of which such Advance is a part, the sum of (i) do the aggregate principal amount of the outstanding Revolving Loans plus (ii) the aggregate amount available for drawing under the outstanding Letters of Credit plus (iii) the aggregate amount of all unreimbursed draws with respect to all Letters of Credit, shall not result exceed the then applicable Revolving Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under this Agreement without premium or penalty. (b) Subject to the terms and conditions set forth in this Agreement, each Lender shall make an Advance to Borrower on the Closing Date in the Outstanding Obligations being in excess full amount of that Lender’s Pro Rata Share of the then effective existing Term Commitment. In the event that following the Closing Date the amount of the Term Commitments are increased pursuant to Section 2.7, and (ii) then each Lender which assumes any portion of the increased Term Commitment shall make an Advance in the case full amount of Advances made such Lender’s Pro Rata Share of the increase to a Co-Borrower, are directly used to finance the development, construction or operation Term Commitment on the effective date of hotel/casino properties owned by that Co-Borrowersuch increase. Subject to the limitations set forth herein, the Advances Advance by each Bank Lender under its Pro Rata Share of the Term Commitment may be prepaid or repaid without premium or penalty. The Administrative Agent shall promptly provide , but no portion of the Borrower with a written report allocating Loans under the Obligations requested by Borrower and each Co-BorrowerTerm Commitment which is so prepaid or repaid may be reborrowed. (bc) Subject to the next sentence, each Each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, which shall be a Business Day in the case of a Base Rate Loan and a LIBOR Business Day in the case of a LIBOR Loan, (ii) type amount of such Loan, (iii) amount type of such Loan, and (iv) in the case of a Eurodollar Rate LoanLIBOR Loans, the Eurodollar Interest Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official Senior Officer of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-. Borrower shall immediately confirm such request each requested Loan by promptly delivering submitting a Request for Loan in person or by telecopier conforming to with the requirements of the preceding sentence to the Administrative AgentAgent by telecopier, with the original thereof to follow by mail. The In the case of the initial Loans to be made on the Closing Date, the Request for Loan to be delivered by the Borrower shall be delivered to the Administrative Agent no later than 12:00 noon, California time, one day before the Closing Date and such Loans shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so actingbe Base Rate Loans only. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if Lender by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type of the Loan, any applicable Eurodollar Period, Loan and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 noon, California local time, in the case where a Base Rate Loan is requested, and 10:00 a.m. California time, in the case where a LIBOR Loan is requested, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 810, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks Lenders otherwise consent, each Loan under the Commitments shall be in an integral multiple of $1,000,000 which is not less equal to or greater than $5,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Note. (f) A Unless the Administrative Agent otherwise consents, no Request for Loan shall may be irrevocable upon revoked by Borrower after its submission to the Lenders by the Administrative Agent's first notification thereof. In the event that the Administrative Agent consents to the revocation of any Request for Loan submitted by the Borrower, Borrower agrees that it shall reimburse the Administrative Agent and each Lender for any loss, cost, damage or expense associated with any redeployment of funds caused by such revocation. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence If, as of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Interest Period for with respect to any Eurodollar Rate LIBOR Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Borrower has not submitted a Request for Loan shall be automatically converted into or orally requested a Base Rate Loan in accordance with Section 2.1(c), or if any Request for Loan submitted by Borrower for a LIBOR Loan fails to satisfy the same amountnotice periods specified in Section 2.3, then, in the absence of notice from Borrower to the contrary, Borrower shall be deemed to have requested a Base Rate Loan in an amount equal to the maturing LIBOR Loan, and the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(c) and 2.2. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such The Loans and Advances made by the effect for purposes of Lenders pursuant to this Agreement shall be evidenced hereby, without the same as if separate transfers requirement for the issuance of funds had been made with respect any Note or promissory note to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loansany Lender, provided however that upon request from any Lender to Borrower or the relevant Co-Borrower shall make available to submitted through the Administrative Agent from time to time, Borrower shall issue (or the Administrative Agent shall make available a) a Revolving Note to such Party) Lender in the net amount of funds giving effect that Lender’s Pro Rata Share of the Revolving Commitment, if any, and (b) a Term Note to both such Loans and Lender in the effect for purposes amount of this Agreement shall be that Lender’s Pro Rata Share of the same Term Commitment, if any, which Notes will thereafter serve as if separate transfers evidence of funds had been made with respect to each such Loanthat Lender’s Advances.

Appears in 2 contracts

Samples: Loan Agreement (Mohegan Tribal Gaming Authority), Loan Agreement (Mohegan Tribal Gaming Authority)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that Bank's its Pro Rata Share of the then applicable Commitment, make revolving Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that do not exceed in the aggregate at any one time outstanding the amount of that Lender's Pro Rata Share of the then applicable Commitment; provided that, giving effect to the Loan of which such -------- Advance is a part, the sum of (i) do not result in the Outstanding Obligations being in excess aggregate principal amount of the then effective Commitment, and --- outstanding Loans plus (ii) in the case aggregate amount available for drawing under the ---- outstanding Letters of Advances made Credit plus (iii) the aggregate amount of all ---- unreimbursed draws with respect to a Co-Borrowerall Letters of Credit, are directly used to finance shall not exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Commitment. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid this Agreement without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, which shall be a Business Day in the case of a Base Rate Loan and a LIBOR Business Day in the case of a LIBOR Loan, (ii) type amount of such Loan, (iii) amount type of such Loan, and (iv) in the case of a Eurodollar Rate LoanLIBOR Loans, the Eurodollar Interest Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official Senior Officer of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-. Borrower shall immediately confirm such request each requested Loan by promptly delivering submitting a Request for Loan in person or by telecopier conforming to with the requirements of the preceding sentence to the Administrative AgentAgent by telecopier, with the original thereof to follow by mail. The In the case of the initial Loans to be made on the Closing Date, the Request for Loan to be delivered by the Borrower shall be delivered to the Administrative Agent no later than 12:00 noon, California time, one day before the Closing Date and such Loans shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so actingbe Base Rate Loans only. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if Lender by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type of the Loan, any applicable Eurodollar Period, Loan and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 noon, California local time, in the case where a Base Rate Loan is requested, and 10:00 a.m. California time, in the case where a LIBOR Loan is requested, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 810, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan under the Commitment shall be in an integral multiple of $1,000,000 which is not less equal to or greater than $5,000,000. (e) The Advances made Unless the Administrative Agent otherwise consents, no Request for Loan may be revoked by Borrower after its submission to the Lenders by the Administrative Agent. In the event that the Administrative Agent consents to the revocation of any Request for Loan submitted by the Borrower, Borrower agrees that it shall reimburse the Administrative Agent and each Bank shall be evidenced Lender for any loss, cost, damage or expense associated with any redeployment of funds caused by that Bank's Notesuch revocation. (f) A If, as of the end of the Interest Period with respect to any LIBOR Loan, Borrower has not submitted a Request for Loan or orally requested a Base Rate Loan in accordance with Section 2.1(b), or if any Request for Loan submitted by Borrower for a LIBOR Loan fails to satisfy the notice periods specified in Section 2.3, then, in the absence of notice from Borrower to the contrary, Borrower shall be irrevocable upon deemed to have requested a Base Rate Loan in an amount equal to the Administrative Agent's first notification thereofmaturing LIBOR Loan, and the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b) and 2.2. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such The Loans and Advances made by the effect for purposes of Lenders pursuant to this Agreement shall be evidenced hereby, without the same as if separate transfers requirement for the issuance of funds had been made with respect any Note or promissory note to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loansany Lender, provided however -------- ------- that upon request from any Lender to Borrower or the relevant Co-Borrower shall make available to submitted through the Administrative Agent (or the Administrative Agent from time to time, Borrower shall make available issue a Note to such Party) Lender in the net amount of funds giving effect to both such Loans and the effect for purposes that Lender's Pro Rata Share, which Note will thereafter serve as evidence of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loanthat Lender's Advances.

Appears in 2 contracts

Samples: Loan Agreement (Mohegan Tribal Gaming Authority), Loan Agreement (Mohegan Tribal Gaming Authority)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Revolving Loan Maturity Date, each Bank Lender shall, pro rata according to that Bank's Lender’s Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess sum of (i) the then effective Commitmentaggregate principal amount outstanding under the Revolving Notes, and (ii) in the case aggregate principal amount outstanding under the Swing Line Notes and (iii) the Aggregate Effective Amount of Advances made all outstanding Letters of Credit to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Commitment. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 p.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Revolving Loan which is an Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 500,000 and each Revolving Loan which is a Eurodollar Rate Loan shall be not less than $5,000,0005,000,000 and in an integral multiple of $1,000,000. Unless the Requisite Lenders otherwise consent, each Swing Line Advance shall be not less than $250,000 and in an integral multiple of $250,000. (e) The Advances made by each Bank Lender under the Commitment shall be evidenced by that Bank's Lender’s Revolving Note or Swing Line Note, as applicable. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 2 contracts

Samples: Revolving Loan Agreement (Viasat Inc), Revolving Loan Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from on the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances a term Advance in Dollars to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in provided that, giving effect to such Advances, the Outstanding Obligations being in excess of shall not exceed the then effective Commitment, and (ii) in the case of . Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Loans repaid or prepaid under its Pro Rata Share of the Commitment may not be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower reborrowed, but may be refinanced with a written report allocating the Obligations requested by Borrower and each Co-Borrowerproceeds of new Loans. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,00010,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e)(i), a Base Rate Loan in an amount equal to the same amount. (h) If a Loan is amount necessary to be made on cause the same date that another Loan is due outstanding principal Indebtedness evidenced by the Notes, to remain the same, and payable: (i) the Banks Lenders shall make available the Advances necessary to the Administrative Agent (or the Administrative Agent shall make available to the Bankssuch Loan notwithstanding Sections 2.1(b) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan2.2.

Appears in 2 contracts

Samples: Capital Markets Term Loan Agreement (Mandalay Resort Group), Term Loan Agreement (Mandalay Resort Group)

Loans-General. (a) Subject to the terms and conditions set forth in this AgreementAgreement (including Section 8.2), at any time and from time to time from the Closing Restatement Date through the Banking Business Day immediately prior to preceding the Maturity Date, each Bank shall, pro rata according to that Bank's ’s Pro Rata Share of the Commitment then applicable Commitmentin effect, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request request; provided that (i) do after giving effect to each such Advance, the Total Outstandings shall not result exceed the Commitment then in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrowereffect. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under this Section 2.1(a) without premium or penalty. In no event shall the Advances Banks be obligated to make Loans to the Borrower at any time if, after giving effect to such Loans, the provisions of Section 6.17 would be violated. (b) On the Restatement Date, any and all Commitments, Loans, participations in Existing Letters of Credit and other Obligations outstanding under the Existing Loan Agreement shall remain outstanding under, and shall continue as Commitments, Loans, participations in such Existing Letters of Credit and other Obligations made pursuant to, this Agreement, as amended and extended hereby. Each of the Consenting Banks shall assign or transfer to any New Bank, and each New Bank shall purchase from any such Consenting Bank, such interests in the Loans and participation interests in the Existing Letters of Credit outstanding on the Restatement Date as shall be necessary in order that, after giving effect to all such assignments or transfers and purchases, such Loans and participation interests in Existing Letters of Credit will be held by each Bank under its with a Pro Rata Share of the Commitment hereunder ratably in accordance with its respective Pro Rata Share. Such assignments or transfers and purchases shall be made pursuant to such procedures as may be prepaid without premium or penalty. The designated by the Administrative Agent and shall promptly provide the Borrower not be required to be effectuated in accordance with a written report allocating the Obligations requested by Borrower and each Co-BorrowerSection 11.8. (bc) Subject to the next sentencesentence and to Section 2.5(c), each Loan consisting of Advances shall be made pursuant to a Request for Borrower’s irrevocable Loan Notice to the Administrative Agent, which shall specify the requested (i) date of such Loan, (ii) type Type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Interest Period for such Loan. Unless Any Loan Notice delivered under this Agreement may be delivered by mail, email, telecopier, telephone, or as otherwise acceptable to the Administrative Agent; provided, in its sole and absolute discretion, has notified that each telephonic Loan Notice given by the Borrower pursuant to this Section 2.1(c) must be confirmed promptly by delivery to the contraryAdministrative Agent of a written Loan Notice, a Loan consisting of Advances may be requested by telephone appropriately completed and signed by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for LoanLoan Notice, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type Type of the Loan, any the applicable Interest Period in the case of a Eurodollar PeriodRate Loan, and that Bank's ’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local 1:00 p.m. New York time, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 8VIII, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks otherwise consent, The principal amount of each Loan shall be in an integral multiple of $1,000,000 which is and shall be in an amount not less than (i) $5,000,000. 1,000,000 if such Loan is a Base Rate Loan and (eii) The Advances made by each Bank shall be evidenced by that Bank's Note$5,000,000 if such Loan is a Eurodollar Rate Loan. (f) A Request for Loan Notice shall be irrevocable upon the Administrative Agent's ’s first notification thereof. The obligation of each Bank to make any Advance is several, and not joint or joint and several, and is not conditioned upon the performance by any other Bank of its obligation to make Advances. The failure by any Bank to perform its obligation to make any Advance will not increase the obligation of any other Bank to make Advances. (g) Borrower may redesignate a Base Rate Loan as a Eurodollar Rate Loan, or a Eurodollar Rate Loan as a Base Rate Loan or a Eurodollar Rate Loan with a new Interest Period, by delivering a Loan Notice to the Administrative Agent, within the time periods and pursuant to the conditions set forth in Section 2.1(c), 2.2 or 2.3, as applicable, and elsewhere in this Agreement. If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) Notice has been made prior to the last day of the Interest Period for an outstanding Eurodollar Rate Loan within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan2.3, then on the last day of such Eurodollar Period, Borrower shall be deemed to have requested that such Eurodollar Rate Loan shall be automatically converted into redesignated as a Base Rate Loan in the same amountLoan. (h) If a Loan is to The Advances made by each Bank under this Section 2.1 shall be made on the same date evidenced by that another Loan is due and payable: (i) the Banks shall make available Bank’s Note to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both extent requested by such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such LoanBank.

Appears in 2 contracts

Samples: Revolving Loan Agreement (Kb Home), Revolving Loan Agreement (Kb Home)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking last Business Day immediately prior preceding the Maturity Date with respect to the Maturity DateLine Facility, each Bank shallLine Lender shall make, on a pro rata basis according to that Bank's Pro Rata Share Lender’s Percentage of the then applicable then-current Aggregate Line Commitment, make Advances its share of a Line Loan to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in (A) the Outstanding Obligations Line Amount (after giving effect to all amounts requested thereunder) exceeding the Aggregate Line Commitment or (B) the Outstanding Facility Amount (after giving effect to all amounts requested thereunder) being in excess of the then effective CommitmentFacility Availability Amount, and (ii) provided that in the case all events no Default or Event of Default shall have occurred and be continuing and all conditions to Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrowerhereunder shall have been satisfied. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid Line Facility without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentenceterms and conditions set forth in this Agreement, on the date on which any Term Commitment or increase in a Term Commitment becomes effective (a “Term Loan Borrowing Date”) , the Term Lender providing such Term Commitment or increase shall make a Term Advance to Borrower in the full amount of such Term Commitment or increase, so long as, after giving effect to the funding of all Term Advances and other Advances requested to be disbursed on such Term Loan Borrowing Date, the Outstanding Facility Amount will not exceed the Facility Availability Amount and provided that in all events no Default or Event of Default shall have occurred and be continuing and all conditions to Advances hereunder shall have been satisfied. Borrower may not reborrow all or any portion of any Term Loans once repaid. (c) The obligation of each Lender to make Advances (including Swing Loan consisting Advances) in accordance with its respective Commitments is several, and not joint and several; and no Lender shall be obligated to advance more than its respective Commitment, notwithstanding the default of Advances any other Lender. (d) Each Loan shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such LoanLoan (which must be a Banking Day), (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar LIBOR Rate Loan, the Eurodollar LIBOR Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (ce) Promptly following receipt of a Request for Loan, the Administrative Agent shall (by the end of business on the same day that the request was received) notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) Lender of the date and type of the Loan, any the applicable Eurodollar LIBOR Period, and that Bank's Pro Rata Share Lender’s Percentage of the Loan. Not later than 11:00 a.m.1:00 p.m., California local Cleveland time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share Percentage of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (df) Unless the Requisite Banks Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $1,000,000, each LIBOR Rate Loan shall be not less than $1,000,000 and all Loans shall be in an integral multiple of $1,000,000 which is not less than $5,000,000250,000. (eg) The Advances made by each Bank Lender under its Line Commitment shall be evidenced by that Bank's Lender’s Line Note. (fh) The Advances made by each Term Lender under its Term Commitment shall be evidenced by that Lender’s Term Note. (i) A Request for Loan shall be irrevocable upon the Administrative Agent's ’s first notification thereof. (gj) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar LIBOR Period for any Eurodollar LIBOR Rate Loan, then on the last day of such Eurodollar LIBOR Period, such Eurodollar LIBOR Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 2 contracts

Samples: Unsecured Credit Agreement (BioMed Realty L P), Unsecured Credit Agreement (BioMed Realty Trust Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the applicable Revolving Loan Maturity Date, each Bank Revolving Lender shall, pro rata according to that Bank's Lender’s Pro Rata Share of the then applicable Revolving Commitment, make Advances to Borrower or to any Co-Borrower under the Revolving Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of (i) the Outstanding Obligations being in excess Amount of the then effective Commitmentall Revolving Loans, and (ii) in the case Outstanding Amount of all Swing Line Advances made and (iii) the Outstanding Amount of all L/C Obligations to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Revolving Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by Revolving Commitment without premium or penalty. Subject to the terms and conditions set forth in this Agreement and in the applicable New Term Facility Supplement, each Bank under its Term Loan Lender shall, pro rata according to that Lender’s Pro Rata Share of the Commitment relevant New Term Commitment, make Advances of the relevant New Term Loan to Borrower. Amounts repaid on a Term Loan may not be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrowerreborrowed. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming facsimile or electronic communication to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone electronic mail, telephone, facsimile or telecopier posting on the Platform (and if by telephone, promptly confirmed by telecopierfacsimile) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, 12:00 p.m. on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 88 and, if applicable, any New Term Facility Supplement and Extended Facility Agreement, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan which is an Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 500,000 and each Loan which is a Eurodollar Rate Loan shall be not less than $5,000,0005,000,000 and in an integral multiple of $1,000,000. Unless the Swing Line Lender otherwise consents, each Swing Line Advance shall be not less than $250,000 and in an integral multiple of $250,000. (e) The If requested by any Lender, the Advances made by each Bank Lender under any Commitment shall be evidenced by that Bank's a Note. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 2 contracts

Samples: Credit Agreement (Viasat Inc), Credit Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from on the Closing Date through and not more than one (1) other date on or before the Banking Day immediately prior to the Maturity Outside Funding Date, each Bank the Lenders shall, pro rata according to that Bankeach Lender's Pro Rata Share of the then applicable CommitmentPercentage, make Advances a Loan to Borrower or to any Co-Borrower under the Commitment in such amounts amount as Borrower or any Co-Borrower may request that (i) do does not result in the Outstanding Obligations aggregate principal amount advanced under the Notes (after giving effect to all amounts requested thereunder) being in excess of the then effective Loan Commitment, provided that in all events no Default or Event of Default shall have occurred and (ii) in the case of be continuing and all conditions to Advances made to a Co-Borrower, are directly used to finance the development, construction hereunder shall have been satisfied or operation of hotel/casino properties owned by that Co-Borrowerwaived. Subject to the limitations set forth herein, the Borrower may not reborrow any Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borroweronce repaid. (b) Subject The obligation of each Lender to make Advances in accordance with its Commitment is several, and not joint and several; and no Lender shall be obligated to advance more than its Commitment, notwithstanding the next sentence, each default of any other Lender. (c) Each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such LoanLoan (which must be a Banking Day), (ii) type of Loan, (iii) amount of such Loan, (iv) wiring instructions for such Loan, and (ivv) in the case of a Eurodollar LIBOR Rate Loan, the Eurodollar LIBOR Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall (by the end of business on the same day that the request was received) notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) Lender of the date and type of the Loan, any the applicable Eurodollar LIBOR Period, and that BankLender's Pro Rata Share Percentage of the Loan. Not later than 11:00 a.m.1:00 p.m., California local Cleveland time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share Percentage of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited wire transferred on that date in immediately available funds to the Deposit Account account or accounts designated in the wiring instructions included in such Request for Borrower or that Co-BorrowerLoan. (de) Unless the Requisite Banks Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $1,000,000, each LIBOR Rate Loan shall be not less than $1,000,000 and all Loans shall be in an integral multiple of $1,000,000 which is not less than $5,000,000250,000. (ef) The Advances made by each Bank Lender under the Loan Commitment shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar LIBOR Period for any Eurodollar LIBOR Rate Loan, then on the last day of such Eurodollar LIBOR Period, such Eurodollar LIBOR Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Secured Term Loan Agreement (BioMed Realty Trust Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through Date, to, but excluding, the Banking Day immediately prior to the Line A Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable Line A Commitment, make Line A Advances to Borrower or to any Co-Borrower under the Line A Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of SUM OF (i) the then effective Commitment, and aggregate principal Indebtedness outstanding under the Line A Notes PLUS (ii) the Aggregate Effective Amount of all outstanding Line A Letters of Credit exceeding the LESSER OF (A) the Borrowing Base then in effect and (B) the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-BorrowerLine A Commitment then in effect. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by Line A Commitment without premium or penalty. (b) Subject to the terms and conditions set forth in this Agreement, on each Line B Funding Date each Bank under its shall, pro rata according to that Bank's Pro Rata Share of the then applicable Line B Commitment, make an Advance to Borrower under the Line B Commitment in such amount as Borrower may be prepaid without premium or penaltyrequest that does not result in the SUM OF (i) the aggregate principal Indebtedness outstanding under the Line B Notes PLUS (ii) the Aggregate Effective Amount of any Line B Letter of Credit exceeding the Line B Commitment then in effect. The Administrative Agent proceeds of such Loans shall promptly provide be paid directly to the Borrower Issuing Bank in satisfaction of Borrower's reimbursement obligations under Section 2.4(d) with a written report allocating respect to the Obligations requested by Borrower and each Co-Borrowerrelated Line B Letter of Credit. (bc) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Agent from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local Los Angeles time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article ARTICLE 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks otherwise consent, (i) each Alternate Base Rate Loan shall be in not less than $1,000,000 and (ii) each Eurodollar Rate Loan shall be not less than $2,000,000 and shall be an integral multiple of $1,000,000 which is not less than $5,000,000500,000. (ef) The Line A Advances made by each Bank shall be evidenced by that Bank's Line A Note and the Line B Advances made by each Bank shall be evidenced by that Bank's Line B Note. (fg) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Banks, as the case may be, shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan. (i) Borrower may redesignate any outstanding Alternate Base Rate Loan as a Eurodollar Rate Loan, or any outstanding Eurodollar Rate Loan as an Alternate Base Rate Loan or as a Eurodollar Rate Loan with a different Eurodollar Period, in each case pursuant to a Request for Redesignation delivered to and received by the Agent, at the Agent's Office, not later than the time required in the case of a Request for Loan of the applicable type set forth in Sections 2.2 or 2.

Appears in 1 contract

Samples: Loan Agreement (Richey Electronics Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, Date each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make revolving Advances to Borrower or to any Co-Borrower under the its Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in applicable Aggregate Commitments. The proceeds of the case of initial Advances made to a Co-Borrower, are directly used to finance hereunder shall refinance the development, construction or operation loans heretofore made by Bank of hotel/casino properties owned by that Co-BorrowerAmerica under the Existing Credit Agreement. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid Commitments without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, Agent has previously notified Borrower to the contrarycontrary (which notice may be given in the sole and absolute discretion of the Administrative Agent), a Loan consisting of Advances Loans may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Neither the Administrative Agent nor any Lender shall incur no any liability whatsoever hereunder in acting upon any telephonic request for a Loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Administrative Agent and the Lenders from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., a.m. (California local time, ) on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Required Lenders otherwise consent, each Loan shall be in an amount which is an integral multiple of $1,000,000 100,000 which is not less than $5,000,0001,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereofreceipt thereof (or, in the case of a telephonic request for Loan referred to in the second sentence of Section 2.1(b), upon the Administrative Agent's receipt of that telephone call). (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) or Request for Redesignation has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes to remain the same amountand the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b) and 2.2. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Lenders, as the case may be, shall at the request of the Administrative Agent make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Credit Agreement (Ducommun Inc /De/)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Revolving Loan Maturity Date, each Bank Lender shall, pro rata according to that Bank's Lender’s Pro Rata Share of the then applicable Revolving Commitment, make Advances to Borrower or to any Co-Borrower Representative under the Revolving Commitment in such amounts as Borrower or any Co-Borrower Representative may request that (i) do not result in the Outstanding Obligations being in excess sum of (i) the then effective Commitment, aggregate principal amount outstanding under the Revolving Notes and (ii) in the case Aggregate Effective Amount of Advances made all outstanding Letters of Credit to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-BorrowerRevolving Commitment. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Advances by each Bank under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower Representative to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-BorrowerRepresentative, in which case Borrower or the relevant Co-Borrower Representative shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowerBorrower Representative, and Borrower Borrowers hereby agrees agree to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 p.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Alternate Base Rate Loan and each Treasuries Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 which is 500,000 and each Eurodollar Rate Loan shall be not less than $5,000,0001,000,000 and in an integral multiple of $500,000. (e) The Advances made by each Bank Lender under the Revolving Commitment shall be evidenced by that Bank's Lender’s Revolving Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's ’s first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 2.2, 2.3 or 2.3 2.4 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Revolving Loan Agreement (Resmed Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, Date each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make revolving Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, Agent has previously notified Borrower to the contrarycontrary (which notice may be given in the sole and absolute discretion of the Administrative Agent), a Loan consisting of Advances Loans may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Neither the Administrative Agent nor any Lender shall incur no any liability whatsoever hereunder in acting upon any telephonic request for a Loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Administrative Agent and the Lenders from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, a.m. on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-BorrowerDisbursement Account. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an amount which is an integral multiple of $1,000,000 which 500,000 which, in the case of any LIBOR Loan, is not less than $5,000,0001,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereofreceipt thereof (or, in the case of a telephonic request for Loan referred to in the second sentence of Section 2.1(b), upon the Administrative Agent's receipt of that telephone call). (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes to remain the same amountand the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Lenders, as the case may be, shall at the request of the Administrative Agent make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Hard Rock Hotel Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower the Borrowers under the Commitment in Dollars or in Approved Offshore Currencies in such amounts as Borrower or any Co-Borrower the Borrowers may request that do not cause either: (A) the SUM OF (i) do not result in the Outstanding Obligations being in excess of aggregate principal amount outstanding under the then effective CommitmentNotes, and (ii) the aggregate Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) and (iii) the Aggregate Effective Amount of all outstanding Letters of Credit to exceed the Commitment; or (B) the Dollar Equivalent of the principal amount of all Loans and of the Aggregate Effective Amount of all Letters of Credit outstanding in Approved Offshore Currencies to exceed the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-BorrowerApproved Offshore Currency Borrowing Limit. Subject to the limitations set forth herein, the Advances by each Bank Borrowers may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested requested: (i) date of such Loan, ; (ii) type of Loan, ; (iii) amount of such Loan, (iv) currency in which such Loan is to be made (i.e., whether in Dollars or in an Approved Offshore Currency), and if such Loan is to be made in an Approved Offshore Currency, such Request for Loan shall specify which particular Approved Offshore Currency is requested; and (ivv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower the Borrowers to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-BorrowerParent, in which case Borrower or the relevant Co-Borrower Parent shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowerthe Parent, and Borrower the Borrowers hereby agrees agree to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the Dollar Equivalent of such Loan (if such Request for Loan designated an Approved Offshore Currency) the applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 p.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office, EXCEPT that if such Loan is denominated in an Approved Offshore Currency, each Lender shall make available its funds at such office as the Administrative Agent has previously specified in a notice to each Lender, in such funds as are then customary for the settlement of international transactions in the applicable Approved Offshore Currency and no later than such local time as is necessary for such funds to be received and transferred to the appropriate Borrower for same day value on the date of such Loan. Upon satisfaction or waiver of the applicable conditions set forth in Article ARTICLE 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $500,000 and in an integral multiple of $1,000,000 which is 100,000 or the unused amount of the Commitment and Eurodollar Rate Loan shall be not less than $5,000,0001,000,000 and in an integral multiple of $500,000 or the unused amount of the Commitment (or the Dollar Equivalent of each such amount on the date of such Eurodollar Rate Loan). (e) The Advances made by each Bank Lender under the Commitment shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If , unless such Eurodollar Rate Loan is a Loan is to be made on the same date that another denominated in an Approved Offshore Currency, in which case such Eurodollar Rate Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) repaid in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loanfull.

Appears in 1 contract

Samples: Revolving Loan Agreement (Power One Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Business Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Lender under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Administ rative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in transferred by wire transfer of immediately available funds to the Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the BanksLenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (MGM Grand Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from on the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Tranche A Commitment, make Advances an Advance to Borrower or to any Co-Borrower Borrowers under the Tranche A Commitment in such amounts as Borrower or any Co-Borrower that the aggregate of all such Advances equals the Tranche A Commitment. Amounts repaid under the Tranche A Commitment may request that not be reborrowed. (ib) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations terms and conditions set forth hereinin this Agreement, on the Advances by Closing Date, each Bank under its Lender shall, pro rata according to that Lender's Pro Rata Share of the Tranche B Commitment, make an Advance to Borrowers under the Tranche B Commitment such that the aggregate of all such Advances equals the Tranche B Commitment. Amounts repaid under the Tranche B Commitment may not be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrowerreborrowed. (bc) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower Borrowers to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-BorrowerBorrowers, in which case Borrower or the relevant Co-Borrower Borrowers shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowerBorrowers, and Borrower Borrowers hereby agrees agree to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar PeriodPeriod (if a Eurodollar Rate Loan), and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 10:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account applicable Collateral Account. Prior to the occurrence of an Event of Default, Borrowers may withdraw funds on deposit in the Collateral Accounts and utilize such funds for Borrower or that Co-Borrowerthe purposes permitted under Section 5.9. Following the occurrence of an Event of Default, Borrowers may withdraw funds on deposit in the Collateral Accounts only with the prior written approval of the Administrative Agent. (de) Unless the Requisite Banks Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 which is 100,000, each Eurodollar Rate Loan shall be not less than $5,000,0003,000,000 and in an integral multiple of $1,000,000, and each Overseas Offered Rate Loan shall be not less than $10,000,000 and in an integral multiple of $10,000,000. (ef) Notwithstanding Section 2.1(c), during the period commencing on the Closing Date and ending on the earlier of (i) sixty (60) days after the Closing Date or (ii) the completion of the syndication process referred to in Section 5.14, Borrowers may not request a Eurodollar Rate Loan with a Eurodollar Period longer than one (1) month. (g) The Advances made by each Bank Lender under the Tranche A Commitment shall be evidenced by that BankLender's Tranche A Note, and the Advances made by each Lender under the Tranche B Commitment shall be evidenced by that Lender's Tranche B Note. (fh) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (gi) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Safeskin Corp)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from on the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances an Advance to Borrower or to any Co-Borrower under the Commitment in such amounts amount as Borrower or any Co-Borrower may request that (i) do does not result in the Outstanding Obligations being in excess of aggregate principal amount outstanding under the then effective Notes exceeding the Commitment, and (ii. Amounts repaid may not be re-borrowed under this Section 2.1(a) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-BorrowerSection 2.1(b) below. (b) Subject to the terms and conditions set forth in this Agreement, on the effective date of any increase in the Commitment pursuant to Section 2.6, each Lender which has agreed to commit to a portion of such increase in the Commitment shall, according to the amount of its agreed increase in the Commitment, make an Advance to Borrower under the Commitment in such amount as Borrower may request that does not result in the aggregate principal amount outstanding under the Notes exceeding the Commitment. Any Lender that has not agreed in writing to commit to a portion of such increase in the Commitment shall have no obligation under this Section 2.1(b). (c) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iviii) in the case of a Eurodollar Rate Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. In the case of the initial Loan to be made and issued on the Closing Date, the related Request for Loan to be delivered by Borrower shall be delivered to the Administrative Agent no later than 12:00 noon (California time), one day before the Closing Date. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, and that BankLender's Pro Rata Share of the LoanLoan (in the case of a Loan under Section 2.1(a)) or amount of its portion of the Loan (in the case of a Loan under Section 2.1(b)). Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,0003,000,000. (ef) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (fg) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (gh) Borrower may from time to time redesignate the Interest Period applicable to a Eurodollar Rate Loan pursuant to a Request for Re-Pricing, which shall specify the requested (i) date of designation, (ii) amount of the Eurodollar Rate Loan to be redesignated and (iii) Interest Period for such Eurodollar Rate Loan. A Request for Re-Pricing shall be subject to the same requirements and other provisions applicable to a Request for Loan set forth in this Section applicable to a Request for Loan except that during the period commencing 2 months prior to an Amortization Date, the minimum amount of a Eurodollar Rate Loan shall not be greater than the Amortization Amount for that Amortization Date. (i) If no Request for Loan or Request for Re-Pricing (or telephonic request for Loan or re-pricing referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods period set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Interest Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Interest Period, such Eurodollar Rate Loan shall be automatically converted into a Base Eurodollar Rate Loan in the same amountwith an Interest Period of 3 months. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Term Loan Agreement (Aztar Corp)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, Date each Bank Lender shall, pro rata according to that Bank's Pro Rata Share of the then applicable Lender’s Commitment, make revolving Advances to Borrower or to any Co-Borrower under the its Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in applicable Aggregate Commitments. The proceeds of the case of initial Advances made to a Co-Borrower, are directly used to finance hereunder shall refinance the development, construction or operation loans heretofore made by Bank of hotel/casino properties owned by that Co-BorrowerAmerica under the Existing Credit Agreement. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid Commitments without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, Agent has previously notified Borrower to the contrarycontrary (which notice may be given in the sole and absolute discretion of the Administrative Agent), a Loan consisting of Advances Loans may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Neither the Administrative Agent nor any Lender shall incur no any liability whatsoever hereunder in acting upon any telephonic request for a Loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Administrative Agent and the Lenders from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m., a.m. (California local time, ) on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Required Lenders otherwise consent, each Loan shall be in an amount which is an integral multiple of $1,000,000 100,000 which is not less than $5,000,0001,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that Bank's Lender’s Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof’s receipt thereof (or, in the case of a telephonic request for Loan referred to in the second sentence of Section 2.1(b), upon the Administrative Agent’s receipt of that telephone call). (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) or Request for Redesignation has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes to remain the same amountand the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b) and 2.2. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Lenders, as the case may be, shall at the request of the Administrative Agent make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Credit Agreement (Ducommun Inc /De/)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to and including the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances in Dollars to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in PROVIDED that, giving effect to such Advances, the Outstanding Obligations being in excess of shall not exceed the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is 500,000 and shall be not less than $5,000,0001,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e)(i), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes, to remain the same amountand, subject to Section 8.3, the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b), 2.2 and 2.3. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Lenders, as the case may be, shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Mandalay Resort Group)

Loans-General. (a) Subject to the terms and conditions set forth in this AgreementAgreement (including Section 8.2), at any time and from time to time from the Closing Date through the Banking Business Day immediately prior to preceding the Maturity Date, each Bank shall, pro rata according to that Bank's ’s Pro Rata Share of the Commitment then applicable Commitmentin effect, make Advances to Borrower or to any Co-the Borrower under the Commitment in such amounts as Borrower or any Co-the Borrower may request that (i) do request; provided that, after giving effect to such Advance, the Total Outstandings shall not result in exceed the Outstanding Obligations being in excess of aggregate Commitments and Borrowing Base Indebtedness shall not exceed the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-BorrowerBorrowing Base. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid this Section 2.1(a) without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) [Intentionally Omitted]. (c) Subject to the next sentencesentence and to Section 2.5(c), each Loan consisting of Advances shall be made pursuant to a Request for the Borrower’s irrevocable Loan Notice to the Administrative Agent, which shall specify the requested (i) date of such Loan, (ii) type Type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Interest Period for such Loan. Unless Any Loan Notice delivered under this Agreement may be delivered by mail, email, telecopier, telephone, or as otherwise acceptable to the Administrative Agent; provided that, in its sole and absolute discretion, has notified each telephonic Loan Notice given by the Borrower pursuant to this Section 2.1(c) must be confirmed promptly by delivery to the contraryAdministrative Agent of a written Loan Notice, a Loan consisting of Advances may be requested by telephone appropriately completed and signed by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for LoanLoan Notice, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type Type of the Loan, any the applicable Interest Period in the case of a Eurodollar PeriodRate Loan, and that Bank's ’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local 1:00 p.m. New York time, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 8VIII, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks otherwise consent, The principal amount of each Loan shall be in an integral multiple of $1,000,000 which is and shall be in an amount not less than (i) $5,000,000. 1,000,000 if such Loan is a Base Rate Loan and (eii) The Advances made by each Bank shall be evidenced by that Bank's Note$5,000,000 if such Loan is a Eurodollar Rate Loan. (f) A Request for Loan Notice shall be irrevocable upon the Administrative Agent's ’s first notification thereof. The obligation of each Bank to make any Advance is several, and not joint or joint and several, and is not conditioned upon the performance by any other Bank of its obligation to make Advances. The failure by any Bank to perform its obligation to make any Advance will not increase the obligation of any other Bank to make Advances. (g) The Borrower may redesignate a Base Rate Loan as a Eurodollar Rate Loan, or a Eurodollar Rate Loan as a Base Rate Loan or a Eurodollar Rate Loan with a new Interest Period, by delivering a Loan Notice to the Administrative Agent, within the time periods and pursuant to the conditions set forth in Section 2.1(c), 2.2 or 2.3, as applicable, and elsewhere in this Agreement. If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) Notice has been made prior to the last day of the Interest Period for an outstanding Eurodollar Rate Loan within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan2.3, then on the last day of such Eurodollar Period, Borrower shall be deemed to have requested that such Eurodollar Rate Loan shall be automatically converted into redesignated as a Base Rate Loan in the same amountLoan. (h) If a Loan is to The Advances made by each Bank under this Section 2.1 shall be made on the same date evidenced by that another Loan is due and payable: (i) the Banks shall make available Bank’s Note to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both extent requested by such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such LoanBank.

Appears in 1 contract

Samples: Revolving Credit Agreement (WCI Communities, Inc.)

Loans-General. (a) Subject to the terms and conditions set forth in this AgreementAgreement (including Section 8.2), at any time and from time to time from the Closing Date through the Banking Day immediately prior to preceding the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the Commitment then applicable Commitmentin effect, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request request; provided that (i) do after giving effect to such Advance, the aggregate outstanding principal evidenced by the Notes shall not result in exceed the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid this Section 2.1(a) without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall be in a form and shall contain information specified from time to time by the Administrative Agent and which shall in all events specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a each Loan consisting of Advances may be requested by telephone (promptly confirmed in writing) or telecopier by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-and Borrower shall confirm such request by promptly delivering mailing a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type of the Loan, any the applicable Eurodollar PeriodInterest Period in the case of an LIBOR Loan, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks otherwise consent, The principal amount of each Loan shall be in an integral multiple of $1,000,000 which is and shall be in an amount not less than (i) $5,000,0001,000,000 if such Loan is an Alternate Base Rate Loan and (ii) $5,000,000 if such Loan is a LIBOR Loan. (e) The Advances made by each Bank shall be evidenced by that Bank's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. The obligation of each Bank to make any Advance is several, and not joint or joint and several, and is not conditioned upon the performance by any other Bank of its obligation to make Advances. The failure by any Bank to perform its obligation to make any Advance will not increase the obligation of any other Bank to make Advances. (gf) Borrower may redesignate an Alternate Base Rate Loan as a LIBOR Loan, or a LIBOR Loan as an Alternate Base Rate Loan or a LIBOR Loan with a new Interest Period, by delivering a Request for Redesignation to the Administrative Agent, within the time periods and pursuant to the conditions set forth in Section 2.1(b), 2.2 or 2.3, as applicable, and elsewhere in this Agreement. If no Request for Loan Redesignation (or telephonic or other request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made prior to the last day of the Interest Period for an outstanding LIBOR Loan within the requisite notice periods set forth in Section 2.2 or 2.3 prior 2.3, then Borrower shall be deemed to the end of the Eurodollar Period for any Eurodollar have requested that such LIBOR Loan be redesignated as an Alternate Base Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (hg) If a Loan is to be The Advances made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of by each Bank under this Agreement Section 2.1 shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loanevidenced by that Bank's Note.

Appears in 1 contract

Samples: Bridge Loan Agreement (Kaufman & Broad Home Corp)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through and including the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable CommitmentCommitments, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that do not exceed in the aggregate at any one time outstanding the amount of that Bank's Pro Rata Share of the Commitments; provided that, giving effect to the Loan of which such Advance is a part, (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, outstanding principal indebtedness evidenced by the Line A Notes plus the Aggregate Effective Amount shall not exceed the Line A Commitment and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance then outstanding principal indebtedness evidenced by the development, construction or operation of hotel/casino properties owned by that Co-BorrowerLine B Notes shall not exceed the Line B Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid Commitments without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Interest Period for such LoanLoan and (v) whether such Loan is to be made under the Line A or Line B Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Borrower and the Agent may enter into a memorandum of understanding setting forth specific procedures for such telephonic requests; if the Agent complies with such procedures (or if no such memorandum is entered into), Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, the applicable Commitment, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local San Francisco time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances -29- shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Majority Banks otherwise consent, each Reference Rate Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,0001,000,000 and each Eurodollar Loan shall be an integral multiple of $1,000,000 and shall be not less than $10,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Line A Note or Line B Note, as applicable. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Line A Notes or Line B Notes, as applicable, then on Borrower shall be deemed to have requested, as of the last day of such Eurodollar Perioddate upon which the related then outstanding Loan is due pursuant to Sec tion 3.1(e)(i), such Eurodollar a Reference Rate Loan shall be automatically converted into a Base Rate Loan under the Line A Commitment or Line B Commitment, as applicable, in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes to remain the same amountand the Banks shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b) and 2.2. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Banks, as the case may be, shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower , provided that no such netting of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement payments shall be made of a Loan under the same as if separate transfers Line A Commitment against the repayment of funds had been made with respect to each such Loana Loan under the Line B Commitment.

Appears in 1 contract

Samples: Revolving Loan Agreement (Del Webb Corp)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess sum of ------ (i) the then effective Commitmentaggregate principal amount outstanding under the Notes, and plus ---- (ii) in the case Aggregate Effective Amount of Advances made to a Co-Borrower, are directly used to finance all outstanding Letters of Credit plus (iii) the development, construction or operation of hotel/casino properties owned by that Co-BorrowerSwing Line Outstandings exceeding the then applicable ---- Commitment. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan, provided that no Request for Loan will be required for the -------- Eurodollar Rate Loan to be made on Wednesday, July 3, 1996. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article ------- 8, all Advances shall be credited on that date in immediately available - funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has ------ been made within the requisite notice periods set forth in Section 2.2 --- or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate --- Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Banks, as the case may be, shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (MGM Grand Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the applicable Revolving Loan Maturity Date, each Bank Revolving Lender shall, pro rata according to that Bank's Lender’s Pro Rata Share of the then applicable Revolving Commitment, make Advances in Dollars to Borrower or to any Co-Borrower under the Revolving Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of (i) the Outstanding Obligations being in excess Amount of the then effective Commitmentall Revolving Loans, and (ii) in the case Outstanding Amount of all Swing Line Advances made and (iii) the Outstanding Amount of all L/C Obligations to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Revolving Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by Revolving Commitment without premium or penalty. Subject to the terms and conditions set forth in this Agreement and in the applicable New Term Facility Supplement, each Bank under its Term Loan Lender shall, pro rata according to that Lender’s Pro Rata Share of the Commitment relevant New Term Commitment, make Advances of the relevant New Term Loan to Borrower. Amounts repaid on a Term Loan may not be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrowerreborrowed. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming facsimile or electronic communication to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone electronic mail, telephone, facsimile or telecopier posting on the Platform (and if by telephone, promptly confirmed by telecopierfacsimile) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, 12:00 p.m. on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 88 and, if applicable, any New Term Facility Supplement and Extended Facility Agreement, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan which is an Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 500,000 and each Loan which is a Eurodollar Rate Loan shall be not less than $5,000,0005,000,000 and in an integral multiple of $1,000,000. Unless the Swing Line Lender otherwise consents, each Swing Line Advance shall be not less than $250,000 and in an integral multiple of $250,000. (e) The If requested by any Lender, the Advances made by each Bank Lender under any Commitment shall be evidenced by that Bank's a Note. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Credit Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Business Day immediately prior to the Revolver Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Revolving Commitment, make Advances to the Borrower or to any Co-Borrower in Dollars under the Revolving Commitment in such amounts as Borrower or any Co-the Borrower may request that (i) do not result exceed in the Outstanding Obligations being in excess aggregate at any one time outstanding that Lender's Pro Rata Share of the Revolving Commitment; provided that, giving effect to the requested Loan, the Revolving Usage shall not exceed the then effective applicable Revolving Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Lender under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide , and amounts that are prepaid may, subject to the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrowerconditions set forth herein, be reborrowed. (b) Subject to the terms and conditions set forth in this Agreement, on the Closing Date, each Lender shall make a Term Loan to the Borrower in Dollars under the Term Commitment in the full amount of such Lender's Pro Rata Share of the Term Commitment. The Term Loan shall be evidenced by the Term Notes. Amounts repaid under the Term Commitment may not be reborrowed, but may be refinanced with the proceeds of new Term Loans. (c) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) Commitment under which the Loan is to be made, (iii) type of Loan, (iiiiv) amount of such Loan, and (ivv) in the case of a Eurodollar Euro-Dollar Rate Loan, the Eurodollar Interest Period for such Loan, and (vi) in the case of each Loan under the Revolving Commitment, the amount of the Revolving Usage. Unless the Administrative Agent, in its sole and absolute discretion, has notified the Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of the Borrower, and the Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) So long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the option at any time (i) to convert all or any part of its outstanding Base Rate Loans which are in integral multiples of $500,000 and which are not less than $2,500,000 into Euro-Dollar Rate Loans or (ii) upon the expiration of any Interest Period applicable to Euro-Dollar Rate Loans, to continue all or any portion of such Loans equal to $2,500,000 and integral multiples of $500,000 in excess of that amount as Euro-Dollar Rate Loans or to convert such Loans into Base Rate Loans. (e) The Borrower shall deliver to the Administrative Agent a Request for Conversion or Continuation, no later than 8:00 A.M. (California local time) (A) at least one Business Day in advance of the proposed conversion date (in the case of a conversion to a Base Rate Loan) and (B) at least three Euro-Dollar Business Days in advance of the proposed conversion/continuation date (in the case of a conversion to, or a continuation of, a Euro-Dollar Rate Loan under the Term Commitment or the Revolving Commitment). A Request for Conversion or Continuation shall specify (i) the proposed conversion/continuation date (which shall be a Business Day in the case of Base Rate Loans and a Euro-Dollar Business Day in the case of conversion to or continuation of Euro-Dollar Rate Loans), (ii) the amount and type of the Loan to be converted/continued, (iii) the nature of the proposed conversion/continuation, (iv) in the case of a conversion to, or a continuation of, a Euro-Dollar Rate Loan, the requested Interest Period, and (v) in the case of a conversion to, or a continuation of, a Euro-Dollar Rate Loan, that no Default or Event of Default has occurred and is continuing. (f) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Interest Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan under the Revolving Commitment or the Term Commitment (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds thereof available to the Administrative Agent in immediately available funds at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrowerrelevant Funding Account. (dg) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 500,000 which is not less than $5,000,0002,500,000. (eh) The Advances made by each Bank Lender under the Revolving Commitment and the Term Commitment shall be evidenced by that BankLender's Revolving Note and Term Note, respectively. (fi) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (gj) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Interest Period for any Eurodollar Euro-Dollar Rate Loan, then on the last day of such Eurodollar Interest Period, such Eurodollar Euro-Dollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (hk) If a Loan is to be made on the same date that another Loan under the same Commitment is due and payable: , the Borrower or the Lenders (ias the case may be) shall upon the Banks shall request of the Administrative Agent make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds (giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (iiLoans) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Alliance Gaming Corp)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Business Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Lender under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in transferred by wire transfer of immediately available funds to the Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the BanksLenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (MGM Mirage)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Business Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Lender under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrower. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 500,000 which is not less than $5,000,0002,500,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: , Borrower or the Lenders (ias the case may be) shall upon the Banks shall request of the Administrative Agent make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds (giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (iiLoans) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Anchor Gaming)

Loans-General. (a) Subject to the terms and conditions set forth in this AgreementAgreement (including Section 8.2), at any time and from time to time from the 2000 Closing Date through the Banking Day immediately prior to preceding the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the Commitment then applicable Commitmentin effect, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request request; provided that (i) do after giving effect to such Advance, the aggregate outstanding principal evidenced by the Notes plus the Letter of Credit Usage plus the Money Market Outstandings plus Swing Line Outstandings shall not result in exceed the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid this Section 2.1(a) without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) [Intentionally Omitted.] (c) Subject to the next sentencesentence and to Sections 2.4(e) and 2.5(d), each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall be in a form and shall contain information specified from time to time by the Administrative Agent and which shall in all events specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a each Loan consisting of Advances may be requested by telephone (promptly confirmed in writing) or telecopier by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-and Borrower shall confirm such request by promptly delivering mailing a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type of the Loan, any the applicable Eurodollar PeriodInterest Period in the case of a LIBOR Loan, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks otherwise consent, The principal amount of each Loan shall be in an integral multiple of $1,000,000 which is and shall be in an amount not less than (i) $5,000,000. 1,000,000 if such Loan is a Prime Rate Loan and (eii) The Advances made by each Bank shall be evidenced by that Bank's Note$5,000,000 if such Loan is a LIBOR Loan. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. The obligation of each Bank to make any Advance is several, and not joint or joint and several, and is not conditioned upon the performance by any other Bank of its obligation to make Advances. The failure by any Bank to perform its obligation to make any Advance will not increase the obligation of any other Bank to make Advances. (g) Borrower may redesignate a Prime Rate Loan as a LIBOR Loan, or a LIBOR Loan as a Prime Rate Loan or a LIBOR Loan with a new Interest Period, by delivering a Request for Redesignation to the Administrative Agent, within the time periods and pursuant to the conditions set forth in Section 2.1(c), 2.2 or 2.3, as applicable, and elsewhere in this Agreement. If no Request for Loan Redesignation (or telephonic or other request for Loan referred to in the second sentence of Section 2.1(b)2.1(c) , if applicable) has been made prior to the last day of the Interest Period for an outstanding LIBOR Loan within the requisite notice periods set forth in Section 2.2 or 2.3 prior 2.3, then Borrower shall be deemed to the end of the Eurodollar Period for any Eurodollar have requested that such LIBOR Loan be redesignated as a Prime Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be The Advances made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of by each Bank under this Agreement Section 2.1 shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loanevidenced by that Bank's Note.

Appears in 1 contract

Samples: Revolving Loan Agreement (Kb Home)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through and including the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable CommitmentCommitments, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that do not exceed in the aggregate at any one time outstanding the amount of that Bank's Pro Rata Share of the Commitments; provided that, giving effect to the Loan of which such Advance is a part, (i) do not result in the Outstanding Obligations being in excess of the then effective outstanding principal Indebtedness evidenced by the Line A Notes plus the Aggregate Effective Amount shall not exceed the Line A Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance then outstanding principal Indebtedness evidenced by the development, construction or operation of hotel/casino properties owned Line B Notes shall not exceed the Line B Commitment and (iii) the then outstanding principal Indebtedness evidenced by that Co-Borrowerthe Notes plus the Aggregate Effective Amount plus the Swing Line Outstandings shall not exceed the Commitments. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid Commitments without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar LIBOR Rate Loan, the Eurodollar Interest Period for such LoanLoan and (v) whether such Loan is to be made under the Line A or Line B Commitment. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Borrower and the Administrative Agent may enter into a memorandum of understanding setting forth specific procedures for such telephonic requests; if the Administrative Agent complies with such procedures (or if no such memorandum is entered into), Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, the applicable Commitment, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m.11: 00 a. m., California local Pacific time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Majority Banks otherwise consent, each Prime Rate Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,0001,000,000 and each LIBOR Loan shall be an integral multiple of $1,000,000 and shall be not less than $10,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Line A Note or Line B Note, as applicable. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(b2.1( b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Line A Notes or Line B Notes, as applicable, then on Borrower shall be deemed to have requested, as of the last day of such Eurodollar Perioddate upon which the related then outstanding Loan is due pursuant to Sec- tion 3.1( e)( i), such Eurodollar a Prime Rate Loan shall be automatically converted into a Base Rate Loan under the Line A Commitment or Line B Commitment, as applicable, in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes to remain the same amountand the Banks shall make the Advances necessary to make such Loan notwithstanding Sections 2.1( b) and 2.2. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Banks, as the case may be, shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower , provided that no such netting of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement payments shall be made of a Loan under the same as if separate transfers Line A Commitment against the repayment of funds had been made with respect to each such Loana Loan under the Line B Commitment.

Appears in 1 contract

Samples: Revolving Loan Agreement (Del Webb Corp)

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Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from on the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable Commitment, make Advances an Advance to Borrower or to any Co-Borrower under the Commitment in such amounts amount as Borrower or any Co-may request; provided that after giving effect to such Advance, the aggregate outstanding principal evidenced by the Notes shall not exceed the Commitment. Borrower may request that (inot borrow under this Section 2.1(a) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject subsequent to the limitations set forth hereinClosing Date, the Advances by each Bank or repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrowerthis Section 2.1(a). (b) Subject to the next sentence, each the Loan consisting of Advances shall be made pursuant to a Request for Loan which shall be in a form and shall contain information specified from time to time by the Administrative Agent and which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a the Loan consisting of Advances may be requested by telephone (promptly confirmed in writing) or telecopier by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-and Borrower shall confirm such request by promptly delivering mailing a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type of the Loan, any the applicable Eurodollar Period, Interest Period in the case of an LIBOR Loan and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks otherwise consent, The principal amount of each Loan shall be in an integral multiple of $1,000,000 which is and shall be in an amount not less than (i) $5,000,0001,000,000 if such Loan is an Alternate Base Rate Loan and (ii) $5,000,000 if such Loan is a LIBOR Loan. (e) The Advances made by each Bank shall be evidenced by that Bank's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. The obligation of each Bank to make any Advance is several, and not joint or joint and several, and is not conditioned upon the performance by any other Bank of its obligation to make Advances. The failure by any Bank to perform its obligation to make any Advance will not increase the obligation of any other Bank to make Advances. (gf) Borrower may redesignate an Alternate Base Rate Loan as a LIBOR Loan, or a LIBOR Loan as an Alternate Base Rate Loan or a LIBOR Loan with a new Interest Period, by delivering a Request for Redesignation to the Administrative Agent, within the time periods and pursuant to the conditions set forth in Section 2.1(c), 2.2 or 2.3, as applicable, and elsewhere in this Agreement. If no Request for Loan Redesignation (or telephonic or other request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made prior to the last day of the Interest Period for an outstanding LIBOR Loan within the requisite notice periods set forth in Section 2.2 or 2.3 prior 2.3, then Borrower shall be deemed to the end of the Eurodollar Period for any Eurodollar have requested that such LIBOR Loan be redesignated as an Alternate Base Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (hg) If a Loan is to be The Advance made by each Bank on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of Closing Date under this Agreement Section 2.1 shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loanevidenced by that Bank's Note.

Appears in 1 contract

Samples: Term Loan Agreement (Kaufman & Broad Home Corp)

Loans-General. (a) Subject to the terms and conditions set forth in this AgreementAgreement (including Section 8.2), at any time and from time to time from the Closing Restatement Date through the Banking Business LA\4060806.14 Day immediately prior to preceding the Maturity Date, each Bank shall, pro rata according to that Bank's ’s Pro Rata Share of the Commitment then applicable Commitmentin effect, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request request; provided that (i) do after giving effect to such Advance, the Total Outstandings shall not result in exceed the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-BorrowerAvailable Amount. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under this Section 2.1(a) without premium or penalty. In no event shall the Advances Banks be obligated to make Loans to the Borrower at any time if, after giving effect to such Loans, the provisions of Section 6.17 would be violated. (b) On the Restatement Date, any and all Commitments, Loans, participations in Existing Letters of Credit and other Obligations outstanding under the Existing Loan Agreement shall remain outstanding under, and shall continue as Commitments, Loans, participations in such Existing Letters of Credit and other Obligations made pursuant to, this Agreement, as amended and extended hereby. Each of the Consenting Banks shall assign or transfer to any New Bank, and each New Bank shall purchase from any such Consenting Bank, such interests in the Loans and participation interests in the Existing Letters of Credit outstanding on the Restatement Date as shall be necessary in order that, after giving effect to all such assignments or transfers and purchases, such Loans and participation interests in Existing Letters of Credit will be held by each Bank under its with a Pro Rata Share of the Commitment hereunder ratably in accordance with its respective Pro Rata Share. Such assignments or transfers and purchases shall be made pursuant to such procedures as may be prepaid without premium or penalty. The designated by the Administrative Agent and shall promptly provide the Borrower not be required to be effectuated in accordance with a written report allocating the Obligations requested by Borrower and each Co-BorrowerSection 11.8. (bc) Subject to the next sentencesentence and to Section 2.5(c), each Loan consisting of Advances shall be made pursuant to a Request for Borrower’s irrevocable Loan Notice to the Administrative Agent, which shall specify the requested (i) date of such Loan, (ii) type Type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Interest Period for such Loan. Unless Any Loan Notice delivered under this Agreement may be delivered by mail, email, telecopier, telephone, or as otherwise acceptable to the Administrative Agent; provided, in its sole and absolute discretion, has notified that each telephonic Loan Notice given by the Borrower pursuant to this Section 2.1(c) must be confirmed promptly by delivery to the contraryAdministrative Agent of a written Loan Notice, a Loan consisting of Advances may be requested by telephone appropriately completed and signed by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for LoanLoan Notice, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type Type of the Loan, any the applicable Interest Period in the case of a Eurodollar PeriodRate Loan, and that Bank's ’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local 1:00 p.m. New York time, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 8VIII, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks otherwise consent, The principal amount of each Loan shall be in an integral multiple of $1,000,000 which is and shall be in an amount not less than (i) $5,000,000. 1,000,000 if such Loan is a Base Rate Loan and (eii) The Advances made by each Bank shall be evidenced by that Bank's Note.$5,000,000 if such Loan is a Eurodollar Rate Loan. LA\4060806.14 (f) A Request for Loan Notice shall be irrevocable upon the Administrative Agent's ’s first notification thereof. The obligation of each Bank to make any Advance is several, and not joint or joint and several, and is not conditioned upon the performance by any other Bank of its obligation to make Advances. The failure by any Bank to perform its obligation to make any Advance will not increase the obligation of any other Bank to make Advances. (g) Borrower may redesignate a Base Rate Loan as a Eurodollar Rate Loan, or a Eurodollar Rate Loan as a Base Rate Loan or a Eurodollar Rate Loan with a new Interest Period, by delivering a Loan Notice to the Administrative Agent, within the time periods and pursuant to the conditions set forth in Section 2.1(c), 2.2 or 2.3, as applicable, and elsewhere in this Agreement. If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) Notice has been made prior to the last day of the Interest Period for an outstanding Eurodollar Rate Loan within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan2.3, then on the last day of such Eurodollar Period, Borrower shall be deemed to have requested that such Eurodollar Rate Loan shall be automatically converted into redesignated as a Base Rate Loan in the same amountLoan. (h) If a Loan is to The Advances made by each Bank under this Section 2.1 shall be made on the same date evidenced by that another Loan is due and payable: (i) the Banks shall make available Bank’s Note to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both extent requested by such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such LoanBank.

Appears in 1 contract

Samples: Revolving Loan Agreement (Kb Home)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable CommitmentShare, make Advances to Borrower or to any Co-Borrower the Borrowers under the Commitment in such amounts as Borrower or any Co-Borrower the Borrowers may request that request; provided that: (i) do giving effect to the requested Loan, (A) the sum of the aggregate outstanding principal balance of the Loans plus the Letter of Credit Usage shall not exceed (B) the lesser of the Borrowing Base, less any Availability Reserves, or the Commitment; and (ii) no Loans may be requested which would result in the Outstanding Obligations sum of the aggregate outstanding principal balance of the Loans plus the Letter of Credit Usage being in excess of $30,000,000 if the then effective Commitment, and (ii) in effect thereof would be to eliminate the case of Advances made to possibility that a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-BorrowerClean Down Period would occur when required. Subject to the limitations set forth hereinherein (including, without limitation, the Advances by each Bank requirements of Section 3.6(d)), the Borrowers may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Each Loan consisting of Advances shall be made pursuant to a written Request for Loan which shall specify the requested (i) the requested date of such Loan, (ii) type of whether such Loan is to be a Base Rate Loan or a Eurodollar Loan, (iii) the amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan if such Loan is to be a Eurodollar Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender thereof by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local Los Angeles time, on the date specified for any Loan (which must be a Banking Day)each Loan, each Bank Lender shall make its Pro Rata Share of the that Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's OfficeOffice in immediately available funds. Upon satisfaction or waiver fulfilment of the applicable conditions set forth in Article 8, all Advances the Loan shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-BorrowerFunding Account. (d) Unless the Requisite Banks Lenders otherwise consent, (i) each Base Rate Loan shall be in an integral multiple of $1,000,000 100,000 which is not less than $5,000,000500,000 and (ii) each Eurodollar Loan shall be in an integral multiple of $100,000 which is not less than $1,000,000. (e) The Advances made by each Bank If no Request for Loan has been delivered within the requisite notice periods set forth in Sections 2.2 or 2.3 in connection with a Loan which, if made, would not increase the outstanding principal amount of the Obligations and would not result in the sum of the outstanding Loans plus the Letter of Credit Usage being in excess of the Borrowing Base, then the Borrowers shall be evidenced deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(d)(i) and not paid, a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal amount of the Obligations to remain the same and the Lenders shall make the Advances necessary to make such Loan notwithstanding the Borrowers' failure to deliver a Request for Loan or other notice required by that Bank's NoteSections 2.1(c), 2.2 and 2.3. (f) Unless the Administrative Agent otherwise consents, no more than four Eurodollar Loans shall be outstanding at any one time. (g) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification receipt thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Jakks Pacific Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower Borrowers under the Commitment in such amounts as Borrower or any Co-Borrower Borrowers may request that (i) do not result in the Outstanding Obligations being in excess of aggregate principal amount outstanding under the Notes exceeding the then effective applicable Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Borrowers may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, Loan and (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentManaging Agent has notified, in its sole and absolute discretion, has notified Borrower Borrowers to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-BorrowerBorrowers, in which case Borrower or the relevant Co-Borrower Borrowers shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Managing Agent. The Administrative Managing Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowerBorrowers, and Borrower Borrowers hereby agrees agree to indemnify each Creditor the Managing Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Managing Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, Loan and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Managing Agent at the Administrative Managing Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,0002,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Managing Agent's first notification thereof. (g) If no Each request by Borrowers for a Loan shall be made pursuant to a Request for Loan (or telephonic or other request for Loan loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within received by the requisite notice periods set forth in Section 2.2 or 2.3 prior to Managing Agent, at the end Managing Agent's Office, not later than 9:00 a.m. California time, on the date (which must be a Banking Day) of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such requested Loan.

Appears in 1 contract

Samples: Supplemental Reducing Revolving Loan Agreement (Aztar Corp)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the applicable Revolving Loan Maturity Date, each Bank Revolving Lender shall, pro rata according to that Bank's Xxxxxx’s Pro Rata Share of the then applicable Revolving Commitment, make Advances in Dollars to Borrower or to any Co-Borrower under the Revolving Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of (i) the Outstanding Obligations being in excess Amount of the then effective Commitmentall Revolving Loans, and (ii) in the case Outstanding Amount of all Swing Line Advances made and (iii) the Outstanding Amount of all L/C Obligations to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Revolving Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by Revolving Commitment without premium or penalty. Subject to the terms and conditions set forth in this Agreement and in the applicable New Term Facility Supplement, each Bank under its Term Loan Lender shall, pro rata according to that Xxxxxx’s Pro Rata Share of the Commitment relevant New Term Commitment, make Advances of the relevant New Term Loan to Borrower. Amounts repaid on a Term Loan may not be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrowerreborrowed. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type type(s) of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate RateTerm SOFR Loan, the Eurodollar EurodollarTerm SOFR Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming facsimile or electronic communication to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowerXxxxxxxx, and Borrower hereby agrees to indemnify each Creditor the Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone electronic mail, telephone, facsimile or telecopier posting on the Platform (and if by telephone, promptly confirmed by telecopierfacsimile) of the date and type of the Loan, any the applicable Eurodollar EurodollarTerm SOFR Period, and that Bank's Xxxxxx’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, 12:00 p.m. on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 88 and, if applicable, any New Term Facility Supplement and Extended Facility Agreement, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan which is an Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 500,000 and each Loan which is a Eurodollar RateTerm SOFR Loan shall be not less than $5,000,0005,000,000 and in an integral multiple of $1,000,000. Unless the Swing Line Lender otherwise consents, each Swing Line Advance shall be not less than $250,000 and in an integral multiple of $250,000. (e) The If requested by any Xxxxxx, the Advances made by each Bank Lender under any Commitment shall be evidenced by that Bank's a Note. (f) A Request for Loan that is a Eurodollar RateTerm SOFR Loan shall be become irrevocable upon three Eurodollar BankingU.S. Government Securities Business Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar EurodollarTerm SOFR Period for any outstanding Eurodollar Rate RateTerm SOFR Loan, then on the last day of such Eurodollar EurodollarTerm SOFR Period, such Eurodollar Rate RateTerm SOFR Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is With respect to be made on SOFR or Term SOFR, the same date that another Loan is due and payable: (i) Agent will have the Banks shall right to make available Conforming Changes from time to time and, notwithstanding anything to the Administrative Agent (contrary herein or the Administrative Agent shall make available in any other Loan Document, any amendments implementing such Conforming Changes will become effective without any further action or consent of any other party to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made or any other Loan Document; provided that, with respect to any such amendment effected, the Agent shall post each such Loan; and (ii) in the case where the same Party is the primary borrower of both amendment implementing such Loans, Conforming Changes to Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each Lenders reasonably promptly after such Loanamendment becomes effective.

Appears in 1 contract

Samples: Credit Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from on the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank the Lenders shall, pro rata according to that Bank's Pro Rata Share of the then applicable Commitmenteach Lender’s Percentage, make Advances a Loan to Borrower or to any Co-Borrower under the Commitment in such amounts amount as Borrower or any Co-Borrower may request that (i) do does not result in the Outstanding Obligations aggregate principal amount advanced under the Notes (after giving effect to all amounts requested thereunder) being in excess of the then effective Loan Commitment, provided that in all events no Default or Event of Default shall have occurred and (ii) in the case of be continuing and all conditions to Advances made to a Co-Borrower, are directly used to finance the development, construction hereunder shall have been satisfied or operation of hotel/casino properties owned by that Co-Borrowerwaived. Subject to the limitations set forth herein, the Borrower may not reborrow any Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borroweronce repaid. (b) Subject The obligation of each Lender to make Advances in accordance with its Commitment is several, and not joint and several; and no Lender shall be obligated to advance more than its Commitment, notwithstanding the next sentence, each default of any other Lender. (c) Each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such LoanLoan (which must be a Banking Day), (ii) type of Loan, (iii) amount of such Loan, (iv) wiring instructions for such Loan, and (ivv) in the case of a Eurodollar LIBOR Rate Loan, the Eurodollar LIBOR Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall (by the end of business on the same day that the request was received) notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) Lender of the date and type of the Loan, any the applicable Eurodollar LIBOR Period, and that Bank's Pro Rata Share Lender’s Percentage of the Loan. Not later than 11:00 a.m.1:00 p.m., California local Cleveland time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share Percentage of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited wire transferred on that date in immediately available funds to the Deposit Account account or accounts designated in the wiring instructions included in such Request for Borrower or that Co-BorrowerLoan. (de) Unless the Requisite Banks Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $1,000,000, each LIBOR Rate Loan shall be not less than $1,000,000 and all Loans shall be in an integral multiple of $1,000,000 which is not less than $5,000,000250,000. (ef) The Advances made by each Bank Lender under the Loan Commitment shall be evidenced by that Bank's Lender’s Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar LIBOR Period for any Eurodollar LIBOR Rate Loan, then on the last day of such Eurodollar LIBOR Period, such Eurodollar LIBOR Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Secured Term Loan Agreement (BioMed Realty Trust Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from Agreement on the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances an Advance to Borrower or to any Co-Borrower Borrowers under the Commitment in such amounts amount as Borrower or any Co-Borrower Borrowers may request that (i) do does not result in the Outstanding Obligations being in excess of aggregate principal amount outstanding under the then effective Notes to exceed the Commitment, and (ii) in . Borrowers may not borrow under the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject Commitment subsequent to the limitations set forth herein, the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-BorrowerClosing Date. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower Borrowers to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-BorrowerBorrowers, in which case Borrower or the relevant Co-Borrower Borrowers shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowerBorrowers, and Borrower Borrowers hereby agrees agree to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 10:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8ARTICLE 11, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be not less than $10,000,000 and, EXCEPT to the extent necessary to permit a Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(E), in an integral multiple of $1,000,000 which is not less than $5,000,0001,000,000. (e) The Advances made by each Bank Lender under the Commitment shall be evidenced by that BankLender's Note. (f) A Subject to Sections 3.7(C) and (E), a Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(B), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Interest Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Interest Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If Borrowers may from time to time redesignate the Interest Period applicable to a Eurodollar Rate Loan is pursuant to be made on a Request for Re-Pricing, which shall specify the same date that another Loan is due and payable: requested (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount date of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and designation, (ii) in amount of the case where Eurodollar Rate Loan to be redesignated and (iii) Interest Period for such Eurodollar Rate Loan. A Request for Re-Pricing shall be subject to the same Party is requirements and other provisions applicable to a Request for Loan set forth in this Section applicable to a Request for Loan EXCEPT that during the primary borrower of both such Loansperiod commencing two (2) months prior to an Amortization Date, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net minimum amount of funds giving effect to both such Loans and a Eurodollar Rate Loan shall not be greater than the effect Amortization Amount for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loanthat Amortization Date.

Appears in 1 contract

Samples: Term Loan Agreement (Station Casinos Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to and including the Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances in Dollars to Borrower or to any Co-Borrower under the Commitment Borrowers in such amounts as Borrower or any Co-Borrower may request PROVIDED that (ia) do not result in giving effect to such Advances, the Outstanding Obligations being in excess aggregate principal amount of the then effective Commitment, outstanding Loans shall not exceed the Commitment at any time and (iib) in without the case consent of Advances made all of the Lenders, the aggregate principal amount of the outstanding Loans to a Co-each Borrower hereafter designated as such pursuant to Section 2.6 plus the outstanding principal amount of the loans outstanding to such Borrower under the Five Year Commitment shall not exceed that Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower's Aggregate Sublimit at any time. Subject to the limitations set forth herein, the Advances by each Bank under its Pro Rata Share of the Borrowers may borrow, repay and reborrow under the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan executed by the relevant Borrower which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower Borrowers to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-any Borrower, in which case Borrower or the relevant Co-that Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for loan purportedly made by a Responsible Official of a Borrower, and each Borrower hereby jointly and severally (but as between Borrowers, ratably) agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the identity of the relevant Borrower, the date and type of the Loan, any the applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,00010,000,000. (e) The Advances made by each Bank Lender to each Borrower shall be evidenced by a Note issued by that Bank's NoteBorrower and made payable to that Lender. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes of the relevant Borrower, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan that Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e)(i), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by its Notes to remain the same amount. (h) If a Loan is to be made on and the same date that another Loan is due and payable: (i) the Banks Lenders shall make available the Advances necessary to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans Loan notwithstanding Sections 2.1(b), 2.2 and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan2.3.

Appears in 1 contract

Samples: 364 Day Loan Agreement (Harrahs Entertainment Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Revolving Loan Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess sum of (i) the then effective Commitment, aggregate principal amount outstanding under the Revolving Notes and (ii) in the case Aggregate Effective Amount of Advances made all outstanding Letters of Credit to a Co-Borrower, are directly used to finance exceed the development, construction lesser of (x) the then applicable Borrowing Base or operation of hotel/casino properties owned by that Co-Borrower(y) the then applicable Commitment. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 p.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Revolving Loan which is a Base Rate Loan shall be not less than $250,000 and in an integral multiple of $1,000,000 100,000 and each Revolving Loan which is a Eurodollar Rate Loan shall be not less than $5,000,000250,000 and in an integral multiple of $250,000. (e) The Advances made by each Bank Lender under the Commitment shall be evidenced by that BankLender's Revolving Note. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is a Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Revolving Loan Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, Date each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make revolving Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, Agent has previously notified Borrower to the contrarycontrary (which notice may be given in the sole and absolute discretion of the Administrative Agent), a Loan consisting of Advances Loans may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Neither the Administrative Agent nor any Lender shall incur no any liability whatsoever hereunder in acting upon any telephonic request for a Loan purportedly made by a Responsible Official of Borrower, and Borrower which hereby agrees to indemnify each Creditor the Administrative Agent and the Lenders from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Interest Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, a.m. on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-BorrowerDisbursement Account. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an amount which is an integral multiple of $1,000,000 which and is not less than $5,000,0002,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that BankLender's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereofreceipt thereof (or, in the case of a telephonic request for Loan referred to in the second sentence of Section 2.1(b), upon the Administrative Agent's receipt of that telephone call). (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior in connection with a Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Notes, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Loan is due pursuant to Section 3.1(e), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by the Notes to remain the same amountand the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(b) and 2.2. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) , Borrower or the Banks Lenders, as the case may be, shall at the request of the Administrative Agent make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Coast Resorts Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Effective Date through the Banking Day immediately prior to (but excluding) the Maturity Date, each Bank Lender shall, pro rata according to that Bank's Pro Rata Share Lender’s Applicable Percentage of the then applicable CommitmentAggregate Revolving Commitments, make Revolving Advances to Borrower or to any Co-Borrower under the Commitment Borrowers in such amounts as Borrower or any Co-Borrower may request that provided that: (i) do not result in giving effect to such Revolving Advances, the Outstanding Amount of Revolving Loans, L/C Obligations being in excess of and Swing Line Outstandings shall not exceed the then effective Commitment, and Aggregate Revolving Commitments at any time; and (ii) in without the case consent of Advances made all of the Lenders, the Total Revolving Outstandings of each Borrower hereafter designated as such pursuant to a Co-Section 2.9 shall not exceed that Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower’s Aggregate Sublimit at any time. Subject to the limitations set forth herein, the Advances by each Bank under its Pro Rata Share of the Commitment Borrowers may be prepaid borrow, repay and reborrow under the Aggregate Revolving Commitments without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the terms and conditions set forth in this Agreement, on the Effective Date, each Lender shall, pro rata according to that Lender’s Applicable Percentage of the Aggregate Term Loan Commitments, make a term loan (collectively, the “Term Loans”) in Dollars to the Company. Each continuation of the Term Loans shall be made only in Dollars. If not previously optionally prepaid, the principal of the Term Loans shall be repaid in full on the Maturity Date. Once repaid, no portion of the Term Loans may be reborrowed. There shall be no scheduled principal amortization of the Term Loans prior to the Maturity Date. (c) Subject to the next sentence, the Term Loans and each Revolving Loan consisting of Advances shall be made pursuant to a Request for Loan executed by the relevant Borrower which shall specify the requested requested: (i) date of such Loan, ; (ii) type of Loan, ; (iii) amount of such Loan, and ; (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Interest Period for such Loan; and (v) in the case of Revolving Loans which are to be made in any Alternative Currency, designating the Alternative Currency in which such Revolving Loans are to be made (it being understood that in the absence of any designation to the contrary, Revolving Loans shall be made in Dollars). Unless the Administrative AgentAgent has notified, in its sole and absolute discretion, has notified Borrower Borrowers to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-any Borrower, in which case Borrower or the relevant Co-that Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for a Loan purportedly made by a Responsible Official of a Borrower, and each Borrower hereby jointly and severally (but as between Borrowers, ratably) agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender of any Loan requested by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the identity of the relevant Borrower, the date and type of the Loan, any the applicable Eurodollar Interest Period, and that Bank's Pro Rata Share Lender’s Applicable Percentage of the requested Loan. Not later than 11:00 a.m.12:00 noon, California Las Vegas local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share Applicable Percentage of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances Loans shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is and shall be not less than $5,000,00010,000,000. (ef) The Revolving Advances made by each Bank shall Lender to each Borrower may be evidenced by a Revolving Advance Note issued by that Bank's NoteBorrower and made payable to that Lender. The Borrowers shall, promptly upon request by any Lender, issue a Revolving Advance Note to that Lender to evidence the Revolving Advances made by that Lender in the amount of that Lender’s Revolving Commitment, but there shall be no requirement for the issuance of notes hereunder (except to the extent so requested by a Lender). The Term Loan made by each Lender to the Company may be evidenced by a Term Loan Note issued by the Company and made payable to that Lender. The Company shall, promptly upon request by any Lender, issue a Term Loan Note to that Lender to evidence the Term Loan made by that Lender, but there shall be no requirement for the issuance of notes hereunder (except to the extent so requested by a Lender). (fg) A Request for Loan shall be irrevocable upon the Administrative Agent's ’s first notification thereof. (gh) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section Sections 2.2 or 2.3 prior in connection with a Revolving Loan which, if made and giving effect to the end application of the Eurodollar Period for any Eurodollar Rate Loanproceeds thereof, would not increase the outstanding principal Indebtedness evidenced by the Revolving Advance Notes of the relevant Borrower, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan that Borrower shall be automatically converted into deemed to have requested, as of the date upon which the related then outstanding Revolving Loan is due pursuant to Section 3.1(e)(i), a Base Rate Loan in an amount equal to the amount necessary to cause the outstanding principal Indebtedness evidenced by such Revolving Advance Notes to remain the same amount. (h) If a Loan is to be made on and the same date that another Loan is due and payable: (i) the Banks Lenders shall make available the Advances necessary to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans Loan notwithstanding Sections 2.1(c), 2.2 and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan2.3.

Appears in 1 contract

Samples: Additional Credit Agreement (Harrahs Entertainment Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date date the conditions precedent set forth in Section 8.2 are satisfied through the Banking Business Day immediately prior to the Maturity Date, each Bank Lender shall, pro rata according to that Bank's Lender’s Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank Lender under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower penalty and each Co-Borrowermay be borrowed, repaid and reborrowed. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar LIBOR Rate Loan, the Eurodollar Interest Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances Loans may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Interest Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-BorrowerDisbursement Account. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan shall be in an integral multiple of $1,000,000 250,000 which is not less than $5,000,0001,000,000. (e) The Advances made by each Bank Lender shall be evidenced by that Bank's Lender’s Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's ’s first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Interest Period for any Eurodollar Rate LIBOR Loan, then on the last day of such Eurodollar Interest Period, such Eurodollar Rate LIBOR Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) payable the Banks Lenders shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such PartyLenders) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Loan Agreement (Wheeling Island Gaming Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Co- Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrower. (d) Unless the Requisite Banks otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Note.'s (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.Administrative (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount.Rate (h) If a Loan is to be made on the same date that another Loan is due and payable:and (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; andsuch (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: 364 Day Loan Agreement (MGM Grand Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the applicable Revolving Loan Maturity Date, each Bank Revolving Lender shall, pro rata according to that Bank's Xxxxxx’s Pro Rata Share of the then applicable Revolving Commitment, make Advances in Dollars to Borrower or to any Co-Borrower under the Revolving Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of (i) the Outstanding Obligations being in excess Amount of the then effective Commitmentall Revolving Loans, and (ii) in the case Outstanding Amount of all Swing Line Advances made and (iii) the Outstanding Amount of all L/C Obligations to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Revolving Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by Revolving Commitment without premium or penalty. Subject to the terms and conditions set forth in this Agreement and in the applicable New Term Facility Supplement, each Bank under its Term Loan Lender shall, pro rata according to that Xxxxxx’s Pro Rata Share of the Commitment relevant New Term Commitment, make Advances of the relevant New Term Loan to Borrower. Amounts repaid on a Term Loan may not be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrowerreborrowed. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming facsimile or electronic communication to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowerXxxxxxxx, and Borrower hereby agrees to indemnify each Creditor the Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone electronic mail, telephone, facsimile or telecopier posting on the Platform (and if by telephone, promptly confirmed by telecopierfacsimile) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Xxxxxx’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, 12:00 p.m. on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 88 and, if applicable, any New Term Facility Supplement and Extended Facility Agreement, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan which is an Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 500,000 and each Loan which is a Eurodollar Rate Loan shall be not less than $5,000,0005,000,000 and in an integral multiple of $1,000,000. Unless the Swing Line Lender otherwise consents, each Swing Line Advance shall be not less than $250,000 and in an integral multiple of $250,000. (e) The If requested by any Xxxxxx, the Advances made by each Bank Lender under any Commitment shall be evidenced by that Bank's a Note. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Credit Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Revolving Loan Maturity Date, each Bank Lender shall, pro rata according to that BankLender's Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess sum of (i) the then effective Commitment, aggregate principal amount outstanding under the Revolving Notes and (ii) in the case Aggregate Effective Amount of Advances made all outstanding Letters of Credit to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Commitment. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that BankLender's Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 p.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Revolving Loan which is an Alternate Base Rate Loan shall be not less than $500,000 and in an integral multiple of $1,000,000 250,000 and each Revolving Loan which is a Eurodollar Rate Loan shall be not less than $5,000,000500,000 and in an integral multiple of $500,000. (e) The Advances made by each Bank Lender under the Commitment shall be evidenced by that BankLender's Revolving Note. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Revolving Loan Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Revolving Loan Maturity Date, each Bank Lender shall, pro rata according to that Bank's Lender’s Pro Rata Share of the then applicable Commitment, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the Outstanding Obligations being in excess sum of (i) the then effective Commitment, aggregate principal amount outstanding under the Revolving Notes and (ii) in the case Aggregate Effective Amount of Advances made all outstanding Letters of Credit to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Commitment. Subject to the limitations set forth herein, the Advances by each Bank Borrower may borrow, repay and reborrow under its Pro Rata Share of the Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 p.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Revolving Loan which is an Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 500,000 and each Revolving Loan which is a Eurodollar Rate Loan shall be not less than $5,000,0005,000,000 and in an integral multiple of $1,000,000. (e) The Advances made by each Bank Lender under the Commitment shall be evidenced by that Bank's Lender’s Revolving Note. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Revolving Loan Agreement (Viasat Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this AgreementAgreement (including Section 8.2), at any time and from time to time from the Closing Restatement Date through the Banking Business Day immediately prior to preceding the Maturity Date, each Bank shall, pro rata according to that Bank's ’s Pro Rata Share of the Commitment then applicable Commitmentin effect, make Advances to Borrower or to any Co-Borrower under the Commitment in such amounts as Borrower or any Co-Borrower may request request; provided that (i) do after giving effect to each such Advance, the Total Outstandings shall not result exceed the Commitment then in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrowereffect. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under this Section 2.1(a) without premium or penalty. In no event shall the Advances Banks be obligated to make Loans to the Borrower at any time if, after giving effect to such Loans, the provisions of Section 6.17 would be violated. (b) On the Restatement Date, any and all Commitments, Loans, participations in Existing Letters of Credit and other Obligations outstanding under the Existing Loan Agreement shall remain outstanding under, and shall continue as Commitments, Loans, participations in such Existing Letters of Credit and other Obligations made pursuant to, this Agreement, as amended and extended hereby. Each of the Consenting Banks shall assign or transfer to any New Bank, and each New Bank shall purchase from any such Consenting Bank, such interests in the Loans and participation interests in the Existing Letters of Credit outstanding on the Restatement Date as shall be necessary in order that, after giving effect to all such assignments or transfers and purchases, such Loans and participation interests in Existing Letters of Credit will be held by each Bank under its with a Pro Rata Share of the Commitment hereunder ratably in accordance with its respective Pro Rata Share. Such assignments or transfers and purchases shall be made pursuant to such procedures as may be prepaid without premium or penalty. The designated by the Administrative Agent and shall promptly provide the Borrower not be required to be effectuated in accordance with a written report allocating the Obligations requested by Borrower and each Co-BorrowerSection 11.8. (bc) Subject to the next sentencesentence and to Section 2.5(c), each Loan consisting of Advances shall be made pursuant to a Request for Borrower’s irrevocable Loan Notice to the Administrative Agent, which shall specify the requested (i) date of such Loan, (ii) type Type of Loan, (iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate Term SOFR Loan, the Eurodollar Interest Period for such Loan. Unless Any Loan Notice delivered under this Agreement may be delivered by mail, email, telecopier, or as otherwise acceptable to the Administrative AgentAgent in writing, in its sole appropriately completed and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone signed by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (cd) Promptly following receipt of a Request for LoanLoan Notice, the Administrative Agent shall notify each Bank (by telephone telecopier or telecopier (and if by telephone, promptly confirmed by telecopierother electronic transmission permitted hereunder) of the date and type Type of the Loan, any the applicable Eurodollar PeriodInterest Period in the case of a Term SOFR Loan, and that Bank's ’s Pro Rata Share of the Loan. Not later than 11:00 a.m., California local 2:00 p.m. New York time, on the date specified for any Loan (which must be a Banking Day)Loan, each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver fulfillment of the applicable conditions set forth in Article 8VIII, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (de) Unless the Requisite Banks otherwise consent, The principal amount of each Loan shall be in an integral multiple of $1,000,000 which is and shall be in an amount not less than (i) $5,000,000. 1,000,000 if such Loan is a Base Rate Loan and (eii) The Advances made by each Bank shall be evidenced by that Bank's Note$5,000,000 if such Loan is a Term SOFR Loan. (f) A Request for Loan Notice shall be irrevocable upon the Administrative Agent's ’s first notification thereof. The obligation of each Bank to make any Advance is several, and not joint or joint and several, and is not conditioned upon the performance by any other Bank of its obligation to make Advances. The failure by any Bank to perform its obligation to make any Advance will not increase the obligation of any other Bank to make Advances. (g) Subject to Section 3.6(e), Borrower may redesignate a Base Rate Loan as a Term SOFR Loan, or a Term SOFR Loan as a Base Rate Loan or a Term SOFR Loan with a new Interest Period, by delivering a Loan Notice to the Administrative Agent, within the time periods and pursuant to the conditions set forth in Section 2.1(c), 2.2 or 2.3, as applicable, and elsewhere in this Agreement. If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) Notice has been made prior to the last day of the Interest Period for an outstanding Term SOFR Loan within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan2.3, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested that such Term SOFR Loan be redesignated as a Base Rate Loan in the same amountLoan. (h) If a Loan is to The Advances made by each Bank under this Section 2.1 shall be made on the same date evidenced by that another Loan is due and payable: (i) the Banks shall make available Bank’s Note to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both extent requested by such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such LoanBank.

Appears in 1 contract

Samples: Revolving Loan Agreement (Kb Home)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, on the Closing Date each Bank shall make a term Advance to Borrower (and/or the Co-Borrowers, to the extent that the same are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower) in an amount equal to that Bank's Pro Rata Share of the Commitment. Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the Maturity Date, each Bank shall, pro rata according to that Bank's Pro Rata Share of the then applicable Commitment, make refinancing Advances to Borrower or to any such Co-Borrower under the Commitment in such amounts as Borrower or any Co-Co- Borrower may request that (i) do not result in the Outstanding Obligations being in excess of the then effective Commitment, and (ii) in the case of Advances made to a Co-Borrower, are directly used to finance the development, construction or operation of hotel/casino properties owned by that Co-Borrower. Subject to the limitations set forth herein, the Advances by each Bank under its Pro Rata Share of the Commitment may be prepaid without premium or penalty, however ------- no Advance once repaid or prepaid may be reborrowed. The Administrative ---------- ---- ------ -- ----------- ------------- Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative Agent, in its sole and absolute discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan in person or by telecopier conforming to the preceding sentence to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, any applicable Eurodollar Period, and that Bank's Pro Rata Share of the Loan. Not later than 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 8, all Advances shall be credited on that date in immediately available funds to the Deposit Account for Borrower or that Co-Borrower. (d) Unless the Requisite Banks otherwise consent, each Loan shall be in an integral multiple of $1,000,000 which is not less than $5,000,000. (e) The Advances made by each Bank shall be evidenced by that Bank's Note. (f) A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a Base Rate Loan in the same amount. (h) If a Loan is to be made on the same date that another Loan is due and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loan.

Appears in 1 contract

Samples: Term Loan Agreement (MGM Grand Inc)

Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Closing Date through the Banking Day immediately prior to the applicable Revolving Loan Maturity Date, each Bank Lender shall, pro rata according to that Bank's Lender’s Pro Rata Share of the then applicable Revolving Commitment, make Advances to Borrower or to any Co-Borrower under the Revolving Commitment in such amounts as Borrower or any Co-Borrower may request that (i) do not result in the sum of (i) the Outstanding Obligations being in excess Amount of the then effective Commitmentall Revolving Loans, and (ii) in the case Outstanding Amount of all Swing Line Advances made and (iii) the Aggregate Effective Amount of all outstanding Letters of Credit to a Co-Borrower, are directly used to finance exceed the development, construction or operation of hotel/casino properties owned by that Co-Borrowerthen applicable Revolving Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Advances by each Bank under its Pro Rata Share of the Revolving Commitment may be prepaid without premium or penalty. The Administrative Agent shall promptly provide the Borrower with a written report allocating the Obligations requested by Borrower and each Co-Borrower. (b) Subject to the next sentence, each Loan consisting of Advances shall be made pursuant to a Request for Loan which shall specify the requested (i) date of such Loan, (ii) type of Loan, (iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Eurodollar Period for such Loan. Unless the Administrative AgentAgent has notified, in its sole and absolute reasonable discretion, has notified Borrower to the contrary, a Loan consisting of Advances may be requested by telephone by a Responsible Official of Borrower or the relevant Co-Borrower, in which case Borrower or the relevant Co-Borrower shall confirm such request by promptly delivering a Request for Loan (conforming to the preceding sentence) in person or by telecopier conforming to the preceding sentence facsimile or electronic communication to the Administrative Agent. The Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrower, and Borrower hereby agrees to indemnify each Creditor the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (c) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Bank Lender by telephone or telecopier telephone, facsimile (and if by telephone, promptly confirmed by telecopierfacsimile) of the date and type of the Loan, any the applicable Eurodollar Period, and that Bank's Lender’s Pro Rata Share of the Loan. Not later than 11:00 a.m.12:00 p.m., California local time, on the date specified for any Loan (which must be a Banking Day), each Bank Lender shall make its Pro Rata Share of the Loan in immediately available funds available to the Administrative Agent at the Administrative Agent's ’s Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 88 and, if applicable, any New Term Facility Supplement and Extended Facility Agreement, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account for Borrower or that Co-BorrowerAccount. (d) Unless the Requisite Banks Lenders otherwise consent, each Loan which is an Alternate Base Rate Loan shall be not less than $1,000,000 and in an integral multiple of $1,000,000 500,000 and each Loan which is a Eurodollar Rate Loan shall be not less than $5,000,0005,000,000 and in an integral multiple of $1,000,000. Unless the Swing Line Lender otherwise consents, each Swing Line Advance shall be not less than $250,000 and in an integral multiple of $250,000. (e) The If requested by any Revolving Lender, the Advances made by each Bank Lender under the Revolving Commitment shall be evidenced by that Bank's such Lender’s Revolving Note or Swing Line Note, as applicable. (f) A Request for Loan that is a Eurodollar Rate Loan shall be become irrevocable upon three Eurodollar Banking Days before the Administrative Agent's first notification thereofrequested date of the Loan. A Request for Loan that is an Alternate Base Rate Loan shall become irrevocable one Banking Day before the requested date of the Loan. (g) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(b2.1(c), if applicable) has been made within the requisite notice periods set forth in Section 2.2 or 2.3 prior to the end of the Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into a an Alternate Base Rate Loan in the same amount. (h) If a . All Loans, Swing Line Advances and Letters of Credit issued or outstanding, as applicable, under the Existing Loan is to be made Agreement on the same date that another Loan is due hereof shall be deemed made pursuant to and payable: (i) the Banks shall make available to the Administrative Agent (or the Administrative Agent shall make available to the Banks) the net amount of funds giving effect to both such Loans and the effect for purposes of outstanding under this Agreement shall be on the same as if separate transfers of funds had been made with respect to each such Loan; and (ii) in the case where the same Party is the primary borrower of both such Loans, Borrower or the relevant Co-Borrower shall make available to the Administrative Agent (or the Administrative Agent shall make available to such Party) the net amount of funds giving effect to both such Loans and the effect for purposes of this Agreement shall be the same as if separate transfers of funds had been made with respect to each such Loandate hereof.

Appears in 1 contract

Samples: Revolving Loan Agreement (Viasat Inc)

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