Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty. (b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances to Borrowers under the Line B Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penalty. (c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date. (d) Subject to the next sentence, each Loan 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 Interest Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting. (e) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 11, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account. (f) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C 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. (g) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note. (h) Subject to Sections 3.7(c) and (e), a Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof. (i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest Period for any Eurodollar Rate Loan, then on the last day of such Interest Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount. (j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: Reducing Revolving and 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 Amendment Effective Date through (but excluding) the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share ’s Applicable Percentage of the then applicable Line A CommitmentAggregate Revolving Commitments, make Revolving Advances to Borrowers under the Line A Commitment in such amounts as Borrowers any Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of provided that:
(i) giving effect to such Revolving Advances, the aggregate principal amount outstanding under Outstanding Amount of Revolving Loans, L/C Obligations and Swing Line Outstandings shall not exceed the Line A Notes and Line B Notes plus Aggregate Revolving Commitments at any time; and
(ii) without the Swing Line consent of all of the Lenders, the Total Revolving Outstandings (after giving effect of each Borrower hereafter designated as such pursuant to Section 2.9 shall not exceed that Borrower’s Aggregate Sublimit at any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitmentstime. Subject to the limitations set forth herein, each of the Borrowers may borrow, repay and reborrow under the Line A Commitment Aggregate Revolving Commitments without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2)Agreement, at any time and from time to time from on the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share ’s Applicable Percentage of the then applicable Line B CommitmentAggregate Term Loan Commitments, make Advances to Borrowers under a term loan (collectively, the Line B Commitment “Term Loans”) in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject Dollars to the limitations set forth hereinCompany. Each continuation of the Term Loans shall be made only in Dollars. If not previously optionally prepaid, Borrowers the principal of the Term Loans shall be repaid in full on the Maturity Date. Once repaid, no portion of the Term Loans may borrow, repay and reborrow under be reborrowed. There shall be no scheduled principal amortization of the Line B Commitment without premium or penaltyTerm Loans prior to the Maturity Date.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentence, the Term Loans and each Revolving Loan 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 iii) amount of such Loan, and ;
(iv) in the case of a Eurodollar Rate Loan, the 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 Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowersany Borrower, in which case Borrowers 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, and Borrowers hereby agree ratably) agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) 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, the applicable Interest Period, and that Lender's Pro Rata Share ’s Applicable Percentage of the requested Loan. Not later than 10:00 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 Revolver Lender or Term Lender (as applicable) 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 118, all Advances Loans shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be an integral multiple of $1,000,000 and shall be not less than $5,000,000 10,000,000.
(f) The Revolving Advances made by each Lender to each Borrower may be evidenced by a Revolving Advance Note issued by that Borrower and each Eurodollar Rate Loan 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 not less than $10,000,000 and, no requirement for the issuance of notes hereunder (except to the extent necessary so requested by a Lender). The Term Loan made by each Lender to permit the Company may be evidenced by a Line C Term Loan Note issued by the Company and made payable to accommodate payment 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 an Amortization Amount without incurring breakage costs under Section 3.7(enotes hereunder (except to the extent so requested by a Lender), in an integral multiple of $1,000,000.
(g) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(h) Subject to Sections 3.7(c) and (e), a Request for Loan shall be irrevocable upon the Administrative Agent's ’s first notification thereof.
(ih) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(d2.1(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 Interest 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 Interest Period, such Eurodollar Rate Loan that Borrower shall be automatically converted into an Alternate 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.
(j) If a Loan is to be made on and the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, Lenders shall make available the Advances necessary to the Administrative Agent the net amount of funds giving effect to both make 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 Loan2.3.
Appears in 1 contract
Sources: 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 Amendment Effective Closing Date through the Revolver Line A Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers Borrower under the Line A Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the --- -- Line A Notes and Line B Notes plus (ii) the Aggregate Effective Amount of all outstanding ---- Letters of Credit plus (iii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving CommitmentsLine A ---- Commitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2)Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Line B Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances to Borrowers Borrower under the Line B Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment; provided, however, that the Lenders shall not be -------- ------- obligated to make Advances under the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding if there is then any unused credit availability under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms limitations contained in Subsection (a) above, up to the Foreign Currency Equivalent of $20,000,000 shall be available under the Line A Commitment, at the election of Borrower, in the form of one or more Foreign Currency Loans. With respect to Foreign Currency Loans:
(i) All principal of, and interest on, any Foreign Currency Loan shall be payable in the same currency as that Foreign Currency Loan;
(ii) Each Foreign Currency Loan shall be due and payable on the earlier of (A) the last day of the related Foreign Currency ---------- Period or (B) the Line A Maturity Date;
(iii) Determination of credit availability under Section 2.1(a), if there are then any outstanding Foreign Currency Loans or ------ Foreign Currency Letters of Credit, shall be based on the Foreign Currency Equivalent thereof as of the Banking Day immediately preceding the date of the Request for Loan;
(iv) The Requisite Lenders may suspend the obligation of the Lenders to make Foreign Currency Loans with respect to a particular Foreign Currency if the Requisite Lenders determine that current or reasonably expected market conditions set forth for that Foreign Currency are unusually unstable or make it unlawful, impossible or impracticable for the Lenders to fund or hedge their obligations with respect to a Foreign Currency Loan;
(v) Concurrently with any Request for Loan with respect to a Foreign Currency Loan, Borrower shall pay to the Administrative Agent, for the account of the Lenders pro rata in accordance with their Pro Rata Share of the Line A Commitment, a processing fee of $2,500;
(vi) A Request for Loan with respect to a Foreign Currency Loan shall be made at the time and in the manner required for a Eurodollar Rate Loan pursuant to Section 2.3, mutatis mutandis, except --- ------- -------- ------ that the words "four
(vii) Unless the Administrative Agent and the Requisite Lenders otherwise consent, no more than six (6) Foreign Currency Loans and Eurodollar Loans shall be outstanding at any one time; and
(viii) Borrower shall execute and deliver, to any Lender requesting it, a promissory note payable in the applicable Foreign Currency in a form consistent with this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to covering that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Dateany Foreign Currency Loan.
(d) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan and (v) in the case of a Foreign Currency Loan, the Foreign Currency and the Foreign Currency Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(e) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Foreign Currency, the applicable Eurodollar Period or Foreign Currency Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) shall make its Pro Rata Share of the Loan in immediately available funds (if a Foreign Currency Loan, in the applicable Foreign Currency) available to the Administrative Agent at the Administrative Agent's Office. Upon satisfaction or waiver of the applicable conditions set forth in Article 118, --------- all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(f) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and 1,000,000, each Eurodollar Rate Loan shall be not less than $10,000,000 and2,500,000, except to each Foreign Currency Loan shall be not less than the extent necessary to permit a Line C Loan to accommodate payment Foreign Currency Equivalent of an Amortization Amount without incurring breakage costs under Section 3.7(e), $2,500,000 and all Loans shall be in an integral multiple of $1,000,000500,000 or the Foreign Currency Equivalent thereof.
(g) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Note and the Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance Unless a Lender has received a promissory note evidencing its Pro Rata Share of a Foreign Currency Loan pursuant to
Section 2.1 (c)(vii), the Advances made by each Lender under the Line C Commitment as part of a Foreign ----------- Currency Loan shall be evidenced by that Lender's Line C A Note, with the references therein to "Dollars" being deemed references to the Foreign Currency which is the subject of such Foreign Currency Loan.
(h) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest Eurodollar Period for any outstanding --- Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject Business Day immediately prior to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Revolving Commitment, make Advances to Borrowers the Borrower under the Line B Revolving Commitment in such amounts as Borrowers the Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the Outstanding Obligations being in excess of the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus then effective Commitments, or (ii) the Swing Line Outstandings (after giving effect Outstanding Obligations owed to any concurrent payment thereof with the proceeds of such Advances) to exceed that Lender under the Revolving CommitmentsCommitment being in excess of that Lender's Pro Rata Share of the Revolving Commitment. Subject to the limitations set forth herein, Borrowers the Advances by each Lender under its Pro Rata Share of the Revolving Commitment may borrow, repay and reborrow under the Line B Commitment be prepaid without premium or penalty.
(cb) Subject to the terms and conditions set forth in this Agreement on Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Business Day immediately prior to the Maturity Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C then applicable Tax Exempt Commitment, make an Advance Advances to Borrowers the Borrower under the Line C Tax Exempt Commitment in such amounts as Borrowers the Borrower may request that do not result in (i) the Outstanding Obligations being in excess of the aggregate principal amount outstanding then effective Commitments, or (ii) the Outstanding Obligations owed to that Lender under the Line C Notes to exceed Tax Exempt Commitment being in excess of that Lender's Pro Rata Share of the Line C Tax Exempt Commitment. Borrowers Subject to the limitations set forth herein, the Advances by each Lender under its Pro Rata Share of the Tax Exempt Commitment may not borrow be prepaid or repaid without premium or penalty, but no portion of the Loans under the Line C Tax Exempt Commitment subsequent to the Amendment Effective Datewhich is repaid may be reborrowed.
(dc) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) whether the requested Loan is under the Revolving Commitment or the Tax Exempt Commitment, (v) in the case of a Eurodollar Rate LIBOR Loan, the Interest LIBOR Period for such Loan, and (vi) in the case of a Tax Exempt Loan, the Tax Exempt Period for such Loan. Unless the Administrative Agent has notifiedAgent, in its sole and absolute discretion, Borrowers has notified the Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official an Authorized Officer of Borrowersthe Borrower, in which case Borrowers the 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 an Authorized Officer of Borrowersthe Borrower, and Borrowers the Borrower hereby agree agrees to indemnify the Administrative Agent each Creditor from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the any applicable Interest LIBOR Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Revolver Lender or Term Lender (as applicable) 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 1110, all Advances shall be credited on that date in immediately available funds to the Designated Deposit AccountAccount for the Borrower.
(fe) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), in an integral multiple of $1,000,0001,000,000 which is not less than $5,000,000.
(gf) The Advances made by each Lender under its Pro Rata Share of the Line A Revolving Commitment shall be evidenced by that Lender's Line A Revolving Note. The Advances made by each Lender under its Pro Rata Share of the Line B Tax Exempt Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Tax Exempt Note.
(hg) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ih) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest LIBOR Period for any Eurodollar Rate LIBOR Loan, then on the last day of such Interest LIBOR Period, such Eurodollar Rate LIBOR Loan shall be automatically converted into an Alternate a Base Rate Loan in the same amount.
(ji) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers the Borrower or the Lenders, Lenders (as the case may be, ) shall upon the request of the Administrative Agent make available to the Administrative Agent the net amount of funds (giving effect to both such Loans 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
Sources: Loan Agreement (Mississippi Band of Choctaw Indians Dba Choctaw RSRT DVLP E)
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according Business Day immediately prior to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Revolving Commitment, make Advances to Borrowers Borrower under the Line B Revolving Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding Outstanding Obligations under the Line A Notes and Line B Notes plus Revolving Commitments being in excess of the aggregate then effective Revolving Commitments or (ii) the Swing Line Outstandings (after giving effect Outstanding Obligations owed to any concurrent payment thereof with the proceeds of such Advances) to exceed that Lender under the Revolving CommitmentsCommitment being in excess of that Lender's Pro Rata Share of the Revolving Commitment. Subject to the limitations set forth herein, Borrowers the Advances by each Lender under its Pro Rata Share of the Revolving Commitment may borrowbe prepaid, repay repaid and, subject to the terms and reborrow under the Line B Commitment conditions hereof, reborrowed, in each case without premium or penalty.
(b) 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 Business Day immediately prior to the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Tax Exempt Commitment, make Advances to Borrower under the Tax Exempt Commitment in such amounts as Borrower may request that do not result in (i) the Outstanding Obligations being in excess of the aggregate then effective Commitments, (ii) the Outstanding Obligations under the Tax Exempt Commitment being in excess of the aggregate then effective Tax Exempt Commitment, (iii) the Outstanding Obligations owed to that Lender under the Tax Exempt Commitment being in excess of that Lender's Pro Rata Share of the Tax Exempt Commitment, or (iv) the aggregate Advances under the Tax Exempt Commitment in any calendar year exceeding $10,000,000. Subject to the limitations set forth herein, the Advances by each Lender under its Pro Rata Share of the Tax Exempt Commitment may be prepaid or repaid without premium or penalty, but no portion of the Loans under the Tax Exempt Commitment which is so prepaid or repaid may be reborrowed.
(c) Subject to the terms and conditions set forth in this Agreement Agreement, each Lender shall make an Advance to Borrower on the Amendment Effective Date, each Term Lender shall, pro rata according to Closing Date in the full amount of that Lender's Pro Rata Share of the Line C then existing Term Commitment. In the event that following the Closing Date the amount of the Term Commitments are increased pursuant to Section 2.11, then each Lender which assumes any portion of the increased Term Commitment shall make an Advance in the full amount of the Lender's Pro Rata Share of the increase to Borrowers the Term Commitment on the effective date of such increase. Subject to the limitations set forth herein, the Advance by each Lender under its Pro Rata Share of the Term Commitment may be prepaid or repaid without premium or penalty, but no portion of the Loans under the Line C Term Commitment in such amounts as Borrowers which is so prepaid or repaid may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Datebe reborrowed.
(d) Subject to the next sentence, each Loan 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 iii) amount of such Loan, (iv) whether the requested Loan is under the Revolving Commitment, the Term Commitment or the Tax Exempt Commitment, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notifiedAgent, in its sole and absolute discretion, Borrowers has notified Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent each Creditor from any loss, cost, expense or liability as a result of so acting. In addition to the foregoing, until notice of the revocation of the Authorization is received from Borrower by the Administrative Agent, any Loan may be requested on behalf of Borrower by Station Management, which shall be deemed to have the authority (conveyed by the Borrower) to request Loans thereunder and to make each of the representations and warranties described therein on behalf of Borrower.
(e) Promptly following receipt of a Request for LoanLoan (or, subject to Section 2.1(d), a telephonic request for loan), the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the any applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Revolver Lender or Term Lender (as applicable) 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 119, all Advances shall be credited on that date in immediately available funds to the Designated Deposit AccountAccount for Borrower.
(f) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be in an integral multiple of $100,000 which is not less than $5,000,000 500,000, and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), in an integral multiple of $1,000,000500,000 which is not less than $2,000,000.
(g) The Advances made by each Lender under its Pro Rata Share of the Line A Revolving Commitment shall be evidenced by that Lender's Line A Revolving Note. The Advances made by each Lender under its Pro Rata Share of the Line B Tax Exempt Commitment shall be evidenced by that Lender's Line B Tax Exempt Note. The Advance Advances made by each Lender under its Pro Rata Share of the Line C Term Commitment shall be evidenced by that Lender's Line C Term Note.
(h) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest Eurodollar Period for any Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate a Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers Borrower or the Lenders, Lenders (as the case may be, ) shall upon the request of the Administrative Agent make available to the Administrative Agent the net amount of funds (giving effect to both such Loans 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
Sources: 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 Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Revolving Commitment, make Advances to Borrowers Borrower under the Line B Revolving Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Revolving Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds Aggregate Effective Amount of such Advances) all outstanding Letters of Credit to exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Revolving Commitment without premium or penalty.
(cb) Subject to the terms and conditions set forth in this Agreement Agreement, on the Amendment Effective Closing Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Term Commitment, make an Advance to Borrowers Borrower under the Line C Term Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding of all such Advances equals the Term Commitment. Amounts repaid under the Line C Notes to exceed the Line C Commitment. Borrowers Term Commitment may not borrow under the Line C Commitment subsequent to the Amendment Effective Datebe reborrowed.
(dc) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the 37 Loan, the applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 1,000,000 and in an integral multiple of $100,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), 3,000,000 and in an integral multiple of $1,000,000.
(f) Notwithstanding Section 2.1(c), during the period commencing on the Closing Date and ending on the earlier of (i) six (6) months after the Closing Date or (ii) the completion of the syndication process referred to in Section 5.14, Borrower may not request a Eurodollar Rate Loan with a Eurodollar Period longer than one (1) month.
(g) The Advances made by each Lender under the Line A Revolving Commitment shall be evidenced by that Lender's Line A Revolving Note. The Advances made by each Lender under the Line B Term Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Term Note.
(h) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through and including the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances in Dollars to Borrowers under the Line B Commitment Borrower in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after PROVIDED that, giving effect to any concurrent payment thereof with the proceeds of such Advances) to , the Outstanding Obligations shall not exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(db) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 loan purportedly made by a Responsible Official of BorrowersBorrower, and Borrowers which hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ec) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fd) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be an integral multiple of $500,000 and shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C 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.
(ge) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(hf) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ig) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(d2.1(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 Interest 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 Interest Period, such Eurodollar Rate Loan Borrower shall be automatically converted into an Alternate 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.
(jh) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers Borrower or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Revolving Maturity Date, each Revolver Revolving Lender shall, pro rata according to that Revolving Lender's Pro Rata Share of the then applicable Line A Revolving Commitment, make Advances to Borrowers Borrower under the Line A Revolving Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus Revolving Notes, (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) and (iii) the Letters of Credit Usage to exceed the then effective Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line A Revolving Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth Agreement, on the Closing Date each Term Lender shall make a term Advance to Borrower under the Term Commitment in Section 11.2), at any time and from time an amount equal to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's its Pro Rata Share of the then applicable Line B Term Commitment, make Advances to Borrowers under the Line B Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on Agreement, at any time and from time to time following the Amendment Effective Closing Date through the Term Maturity Date, each Term Lender shall, pro rata according to that Term Lender's Pro Rata Share of the Line C then applicable Term Commitment, make an Advance Advances to Borrowers Borrower under the Line C Term Commitment in such the amounts which are required to refinance any then outstanding Advances under the Term Commitment as Borrowers Borrower may request that which do not result in the aggregate principal amount outstanding under the Line C Term Notes to exceed being in excess of the Line C Term Commitment. Borrowers may not borrow No Advance under the Line C Term Commitment subsequent to which is repaid may subsequently be reborrowed, however Borrower may repay loans outstanding under the Amendment Effective DateTerm Commitment without premium or penalty.
(dc) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Interest Period for such LoanLoan and (v) whether the Loan is requested under the Term Commitment or the Revolving Commitment. Unless the Administrative Agent has notifiedAgent, in its sole and absolute discretion, Borrowers has notified Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California Nevada time, on the date specified for any Loan (which must be a Banking Business Day), each Revolver Lender or Term Lender (as applicable) 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 119, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 2,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C 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.
(gf) The Advances made by each Lender under the Line A Commitment Commitments shall be evidenced by that Lender's Line A NoteNotes. The Advances made by In the case of each Term Lender under which does not advance additional Term Loans on the Line B Commitment Closing Date, their Term Loans shall continue to be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C NoteExisting Term Notes.
(hg) Subject to Sections 3.7(c3.8(c) and (ed), a Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ih) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Period for any Eurodollar Rate LIBOR Loan, then on the last day of such Interest Period, such Eurodollar Rate LIBOR Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(ji) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers Borrower or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: 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 Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Loan Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Revolving Commitment, make Advances to Borrowers Borrower under the Line B Revolving Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Revolving Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds Aggregate Effective Amount of such Advances) all outstanding Letters of Credit to exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Revolving Commitment without premium or penalty.
(cb) Subject to the terms and conditions set forth in this Agreement Agreement, on the Amendment Effective Closing Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Term Commitment, make an Advance to Borrowers Borrower under the Line C Term Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding of all such Advances equals the Term Commitment. Amounts repaid under the Line C Notes to exceed the Line C Commitment. Borrowers Term Commitment may not borrow under the Line C Commitment subsequent to the Amendment Effective Datebe reborrowed.
(dc) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m.12:00 p.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, each Revolving Loan which is an Alternate Base Rate Loan shall be not less than $5,000,000 250,000 and in an integral multiple of $100,000 and each Revolving Loan which is a Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), 250,000 and in an integral multiple of $1,000,000250,000.
(gf) The Advances made by each Lender under the Line A Revolving Commitment shall be evidenced by that Lender's Line A Revolving Note. The Advances made by each Lender under the Line B Term Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Term Note.
(hg) Subject to Sections 3.7(c) and (e), a 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.
(ih) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according Business Day immediately prior to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Revolving Commitment, make Advances to Borrowers the Domestic Borrower in Dollars under the Line B Revolving Commitment in such amounts as Borrowers the Domestic Borrower may request that do not result exceed in (a) the aggregate principal amount at any one time outstanding under that Lender's Pro Rata Share of the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after Revolving Commitment; provided that, giving effect to any concurrent payment thereof with the proceeds of such Advances) to requested Loan, the Revolving Usage plus the then applicable Euro Reserve shall not exceed the then applicable Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers the Advances by each Lender under its Pro Rata Share of the Revolving Commitment may borrow, repay and reborrow under the Line B Commitment be prepaid without premium or penalty, and amounts that are prepaid may, subject to the conditions 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 Domestic 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 terms and conditions set forth in this Agreement on Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Business Day immediately prior to the Revolver Maturity Date, each Term Lender shallBank of America, pro rata according Frankfurt shall make Advances in Euros to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to German Borrowers under the Line C German Commitment in such amounts as the German Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C German Commitment. Borrowers may not borrow under the Line C Commitment subsequent ; provided that, giving effect to the Amendment Effective Date.
(d) Subject to the next sentencemaking of each requested Loan, each Loan shall be made pursuant to a Request for Loan which shall specify the requested (i) date giving effect to the requested Loan, the Dollar Equivalent of such Loanthe outstanding Loans under the German Commitment plus the then applicable Euro Reserve shall not exceed the German Commitment, (ii) type of Loan, (iii)amount of such Loanthe Revolving Usage plus the then applicable Euro Reserve shall not exceed the then applicable Revolving Commitment, and (iviii) in Bank of America, Frankfurt shall be excused from funding the case of a Eurodollar Rate Loan, the Interest Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(e) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Period, and that Lender's Pro Rata Share of each Loan under the Loan. Not later than 10:00 a.m., California time, on German Commitment which is attributable to the date specified participation of any Lender which is then in default under the Section 2.12 (but without prejudice to the rights of the German Borrowers to proceed against the defaulting Lender for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 11, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(f) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C 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.
(g) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(h) Subject to Sections 3.7(c) and (e), a Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence violation of Section 2.1(d), 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 Interest Period for any Eurodollar Rate Loan, then on the last day of such Interest Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount2.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, Term Loan Lenders agrees to make Advances to Borrowers under the Line A Commitment Borrower in such amounts as Borrowers may request that do amount (not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Term Loan Commitment) as the Borrower may request in up to two Advances (each individually, a “Term Loan” and, collectively, the “Term Loans”). The Term Loans shall be made by the Term Loan Lenders in up to two Advances on or before the thirtieth day following the Closing Date, and any portion of the Term Loan Commitment not borrowed on or (b) before the sum thirtieth day following the Closing Date shall expire on such date. All Term Loans shall be made by the Term Loan Lenders simultaneously and proportionately to their respective Pro Rata Shares, it being understood that no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Term Loan hereunder nor shall the Term Loan Commitment of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds Lender be increased or decreased as a result of any such Advances) to exceed the Revolving Commitmentsfailure. Subject to the limitations set forth hereinOnce repaid, Borrowers Term Loans may borrow, repay and reborrow under the Line A Commitment without premium or penaltynot be reborrowed.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2)Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Maturity Date, Date each Revolving Lender shall, pro rata according to that Lender's ’s Pro Rata Share of the then applicable Line B Revolving Loan Commitment, make revolving Advances to Borrowers Borrower under the Line B Revolving Loan Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum Outstanding Revolving Obligations being in excess of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving CommitmentsLoan Commitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Revolving Loan Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentence, each Loan 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 iii) amount of such Loan, (iv) term or revolving nature of such Loan and (ivv) in the case of a Eurodollar Rate LIBOR Loan, the Interest Period for such Loan. Unless the Administrative Agent has notified, previously notified Borrower to the contrary (which notice may be given in its the sole and absolute discretiondiscretion of the Administrative Agent), Borrowers to the contrary, a Loan Loans may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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. 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 BorrowersBorrower, and Borrowers which hereby agree agrees to indemnify the Administrative Agent and the Lenders from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) that holds a Commitment for the type of Loan requested by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Period, and that Lender's ’s Pro Rata Share of the requested Loan. Not later than 10:00 a.m., California time, 11:00 a.m. on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Disbursement Account.
(fe) Unless the Requisite Revolving Lenders otherwise consent, each Alternate Base Rate Revolving Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of in an Amortization Amount without incurring breakage costs under Section 3.7(e), in amount which is an integral multiple of $1,000,000100,000 and shall not be less than $500,000.
(gf) The Advances made by each Revolving Lender under the Line A Commitment shall be evidenced by that Lender's Line A ’s Revolving Note. The Advances made by each Term Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C ’s Term Note.
(hg) Subject to Sections 3.7(c) and (e), a 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(c), upon the Administrative Agent’s receipt of that telephone call).
(ih) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(c), 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 Interest 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 Interest Period, such Eurodollar Rate Loan Borrower shall be automatically converted into an Alternate 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 such Notes to remain the same amountand the Lenders shall make the Advances necessary to make such Loan notwithstanding Sections 2.1(c), 2.2 and 2.3.
(ji) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers Borrower or the Lenders, as the case may be, shall at the request of the Administrative Agent make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through and including the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances in Dollars to Borrowers under the Line B Commitment in such amounts as Borrowers any Borrower may request PROVIDED that do not result in (a) giving effect to such Advances, the aggregate principal amount of the outstanding under the Line B Notes to Loans shall not exceed the Line B Commitment or at any time and (b) without the sum consent of (i) all of the Lenders, the aggregate principal amount of the outstanding Loans to 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 Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to Five Year Commitment shall not exceed that Borrower's Aggregate Sublimit at any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitmentstime. Subject to the limitations set forth herein, each of the Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(db) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowersany Borrower, in which case Borrowers 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 loan purportedly made by a Responsible Official of a Borrower, and each Borrower hereby jointly and severally (but as between Borrowers, and Borrowers hereby agree ratably) agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ec) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) 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, the applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 11:00 a.m., California local time, on the date specified for any Loan (which must be a Banking Business Day), each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fd) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be an integral multiple of $1,000,000 and shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), in an integral multiple of $1,000,00010,000,000.
(ge) The Advances made by each Lender under the Line A Commitment to each Borrower shall be evidenced by a Note issued by that Borrower and made payable to that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(hf) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ig) If no Request for Loan (or telephonic request for Loan loan referred to in the second sentence of Section 2.1(d2.1(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 Interest 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 Interest Period, such Eurodollar Rate Loan that Borrower shall be automatically converted into an Alternate 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.
(j) If a Loan is to be made on and the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, Lenders shall make available the Advances necessary to the Administrative Agent the net amount of funds giving effect to both make 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 Loan2.3.
Appears in 1 contract
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances to the Borrowers under the Line B Commitment in Dollars or in Approved Offshore Currencies in such amounts as the Borrowers may request that do not result in cause either: (aA) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of SUM OF (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus Notes, (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 Revolving CommitmentsCommitment; 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 Approved Offshore Currency Borrowing Limit. Subject to the limitations set forth herein, the Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(db) Subject to the next sentence, each Loan 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 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 Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, the Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowersthe Parent, in which case Borrowers the 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 Borrowersthe Parent, and the Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ec) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the Dollar Equivalent of such Loan (if such Request for Loan designated an Approved Offshore Currency) the applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m.12:00 p.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 11ARTICLE 8, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fd) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 500,000 and each in an integral multiple of $100,000 or the unused amount of the Commitment and Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), 1,000,000 and in an integral multiple of $1,000,000500,000 or the unused amount of the Commitment (or the Dollar Equivalent of each such amount on the date of such Eurodollar Rate Loan).
(ge) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(hf) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ig) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) 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, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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 Loanrepaid in full.
Appears in 1 contract
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from commencing on the Amendment Effective Closing Date through the Revolver Tranche A Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line Tranche A Commitment, make Advances to Borrowers Borrower under the Line Tranche A Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line Tranche A Notes to exceed the Line Tranche A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line Tranche A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2)Agreement, at any time and from time to time from commencing on the Amendment Effective Closing Date through the Revolver Tranche B Conversion Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Tranche B Commitment, make Advances to Borrower under the Tranche B Commitment in such amounts as Borrower may request that do not result in the aggregate principal amount outstanding under the Tranche B Notes to exceed the Tranche B Commitment. Subject to the limitations set forth herein, Borrower may borrow, repay and reborrow under the Tranche B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time commencing on the Closing Date through the Tranche C Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Tranche C Commitment, make Advances to Borrowers Borrower under the Line B Tranche C Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Tranche C Notes plus (ii) the Swing Line Outstandings aggregate principal amount outstanding under the Bid Option Advance Notes plus (after giving effect to any concurrent payment thereof with iii) the proceeds Aggregate Effective Amount of such Advances) all outstanding Letters of Credit to exceed the Revolving CommitmentsTranche C Commitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Tranche C Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentence, each Each Loan 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 Interest Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(e) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 11, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(f) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C 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.
(g) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(h) Subject to Sections 3.7(c) and (e), a Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest Period for any Eurodollar Rate Loan, then on the last day of such Interest Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: Revolving Loan Agreement (Usec 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 Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender Bank shall, pro rata according to that LenderBank's Pro Rata Share Percentage of the then applicable Line A Commitment, make Advances to Borrowers Borrower under the Line A Commitment in such amounts as Borrowers Borrower may request that do not result in (aA) the aggregate principal amount outstanding under Outstanding Line Amount exceeding the Aggregate Line A Notes to exceed the Line A Commitment or (bB) the sum of (i) the aggregate principal amount outstanding under the Outstanding Line A Notes and Line B Notes Amount (after giving effect to all amounts requested thereunder) plus (ii) the Swing Line Outstandings (after giving effect Outstanding Term Amount being in excess of the Facility Availability Amount, provided that in all events no Default or Event of Default shall have occurred and be continuing and all conditions to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving CommitmentsAdvances hereunder shall have been satisfied. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2)Agreement, at any time and from time to time from on the Amendment Effective Closing Date through the Revolver Maturity Date, each Lender Lenders shall, pro rata according to that each Lender's Pro Rata Share Percentage, make a single Term Loan to Borrower in the full amount of the then applicable Line B Aggregate Term Commitment, make provided that in all events no Default or Event of Default shall have occurred and be continuing and all conditions to Advances to Borrowers under hereunder shall have been satisfied. Borrower may not reborrow all or any portion of the Line B Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penaltyTerm Loan once repaid.
(c) Subject The obligation of each Bank to make Advances in accordance with its respective Commitments is several, and not joint and several; and no Bank shall be obligated to advance more than its respective Commitments, notwithstanding the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share default of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Dateany other Bank.
(d) Subject to the next sentence, each 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar LIBOR Rate Loan, the Interest LIBOR Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(e) 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 Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) Bank of the date and type of the Loan, the applicable Interest LIBOR Period, and that LenderBank's Pro Rata Share Percentage of the Loan. Not later than 10:00 a.m.1:00 p.m., California Cleveland time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) Bank 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(f) Unless the Requisite Lenders Banks otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and 1,000,000, each Eurodollar LIBOR Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), 1,000,000 and all Loans shall be in an integral multiple of $1,000,000250,000.
(g) The Advances made by each Lender Bank under the its Line A Commitment shall be evidenced by that LenderBank's Line A Note. .
(h) The Advances made by each Lender Bank under the Line B its Term Commitment shall be evidenced by that LenderBank's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Term Note.
(hi) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ij) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest LIBOR Period for any Eurodollar LIBOR Rate Loan, then on the last day of such Interest LIBOR Period, such Eurodollar LIBOR Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: Unsecured Credit Agreement (BioMed Realty Trust 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 Amendment Effective 1997 Closing Date through the Revolver Banking Day immediately preceding the Maturity Date, each Revolver Lender Bank shall, pro rata according to that LenderBank's Pro Rata Share of the then applicable Line A CommitmentCommitment then in effect, make Advances to Borrowers Borrower under the Line A Commitment in such amounts as Borrowers Borrower may request request; provided that do not result in (a) the aggregate principal amount outstanding under the Line A Notes after giving effect to exceed the Line A Commitment or (b) the sum of such Advance, (i) the aggregate outstanding principal amount evidenced by the Notes plus the Letter of Credit Usage plus the Money Market Outstandings plus Swing Line Outstandings shall not exceed the Commitments and (ii) the aggregate outstanding under principal evidenced by the Line A Notes and Line B Notes plus (ii) the Letter of Credit Usage plus Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to shall not exceed the Revolving CommitmentsLine A Commitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line A Commitment this Section 2.1
(a) without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.28.2), at any time and from time to time from the Amendment Effective 1997 Closing Date through the Revolver Banking Day immediately preceding the Line B Maturity Date, each Lender Bank shall, pro rata according to that LenderBank's Pro Rata Share of the then applicable Line B CommitmentCommitment then in effect, make Advances to Borrowers Borrower under the Line B Commitment in such amounts as Borrowers Borrower may request request; provided that do not result in (a) the aggregate principal amount outstanding under the Line B Notes after giving effect to exceed the Line B Commitment or (b) the sum of such Advance, (i) the aggregate outstanding principal amount outstanding under evidenced by the Line A Notes and Line B Notes plus the Letter of Credit Usage plus the Money Market Outstandings plus Swing Line Outstandings shall not exceed the Commitments and (ii) the Swing aggregate outstanding principal evidenced by the Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to B Notes shall not exceed the Revolving CommitmentsLine B Commitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Commitment this Section 2.1(b) without premium or penalty.
(c) Subject to the terms next sentence and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(dSections 2.4(e) Subject to the next sentenceand 2.5(d), each Loan 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 applicable Commitment and the requested (i) date of such Loan, (ii) type of Loan, (iii)amount iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate LIBOR Loan, the Interest Period for such Loan. Unless the Administrative Agent has notifiedAgent, in its sole and absolute discretion, Borrowers has notified Borrower to the contrary, a each Loan may be requested by telephone (promptly confirmed in writing) or telecopier by a Responsible Official of BorrowersBorrower, in which case Borrowers 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if Bank by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type of the Loan, the applicable Interest PeriodPeriod in the case of an LIBOR Loan, the applicable Commitment, and that LenderBank's Pro Rata Share of the Loan. Not later than 10:00 11:00 a.m., California time, on the date specified for any Loan (which must be a Banking Day)Loan, each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, The principal amount of each Alternate Base Rate Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), in an integral multiple of $1,000,0001,000,000 and shall be in an amount not less than (i) $1,000,000 if such Loan is an Alternate Base Rate Loan and (ii) $5,000,000 if such Loan is a LIBOR Loan.
(gf) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(h) Subject to Sections 3.7(c) and (e), 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.
(ig) 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(d2.1(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 to the end of the Interest Period for any Eurodollar Rate Loan2.3, then on the last day of such Interest Period, such Eurodollar Rate Loan Borrower shall be automatically converted into deemed to have requested that such LIBOR Loan be redesignated as an Alternate Base Rate Loan in the same amountLoan.
(jh) 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, Borrowers Bank's Line A Note or the LendersLine B Note, as the case may be, shall make available to the Administrative Agent 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 Loanapplicable.
Appears in 1 contract
Sources: Revolving 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 Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender Bank shall, pro rata according to that Lender's Pro Rata Share Bank’s Percentage of the then applicable Line A then-current Aggregate Commitment, make Advances its share of a Loan (a “Line Loan”) to Borrowers under the Line A Commitment Borrower in such amounts as Borrowers Borrower may request that do not result in (aA) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings Outstanding Facility Amount (after giving effect to any concurrent payment thereof with all amounts requested thereunder) exceeding the proceeds Aggregate Commitment or (B) the Outstanding Facility Amount (after giving effect to all amounts requested thereunder) being in excess of such Advances) the Facility Availability Amount, provided that in all events no Default or Event of Default shall have occurred and be continuing and all conditions to exceed the Revolving CommitmentsAdvances hereunder shall have been satisfied. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line A Aggregate Commitment without premium or penalty.
(b) Subject The obligation of each Bank to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances in accordance with its respective Commitments is several, and not joint and several; and no Bank shall be obligated to Borrowers under advance more than its respective Commitments, notwithstanding the Line B Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum default of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penaltyother Bank.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentence, each 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar LIBOR Rate Loan, the Interest LIBOR Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) 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 Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) Bank of the date and type of the Loan, the applicable Interest LIBOR Period, and that Lender's Pro Rata Share Bank’s Percentage of the Loan. Not later than 10:00 a.m.1:00 p.m., California Cleveland time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) Bank 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders Banks otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and 1,000,000, each Eurodollar LIBOR Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), 1,000,000 and all Loans shall be in an integral multiple of $1,000,000250,000.
(gf) The Advances made by each Lender Bank under the Line A its Commitment shall be evidenced by that Lender's Bank’s Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(hg) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's ’s first notification thereof.
(ih) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest LIBOR Period for any Eurodollar LIBOR Rate Loan, then on the last day of such Interest LIBOR Period, such Eurodollar LIBOR Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: 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 Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Loan Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances to Borrowers Borrower under the Line B Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Revolving Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds Aggregate Effective Amount of such Advances) all outstanding Letters of Credit to exceed the Revolving Commitmentsthen applicable Commitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(db) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute reasonable discretion, Borrowers Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ec) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m.12:00 p.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fd) Unless the Requisite Lenders otherwise consent, each Revolving Loan which is an Alternate Base Rate Loan shall be not less than $5,000,000 500,000 and in an integral multiple of $250,000 and each Revolving Loan which is a Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), 500,000 and in an integral multiple of $1,000,000500,000.
(ge) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Revolving Note.
(hf) Subject to Sections 3.7(c) and (e), a 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.
(ig) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Eurodollar Period for any outstanding Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of SUM OF (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus PLUS (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) PLUS (iii) the Aggregate Effective Amount under all outstanding Letters of Credit to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including INCLUDING those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances to Borrowers under the Line B Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of SUM OF (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus PLUS (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) PLUS (iii) the Aggregate Effective Amount under all outstanding Letters of Credit to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 11, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), and in an integral multiple of $1,000,000.
(gf) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(hg) Subject to Sections 3.7(c) and (ed), a Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ih) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Period for any Eurodollar Rate Loan, then on the last day of such Interest Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(ji) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: Reducing Revolving 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 Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2), at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Availability Termination Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances to Borrowers Borrower under the Line B Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers Borrower may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed exceeding the Line C then applicable Commitment. Borrowers Borrower may borrow, but may not borrow repay and reborrow under the Line C Commitment subsequent to the Amendment Effective DateCommitment.
(db) Subject to the next sentence, each Loan 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 amount of such LoanLoan and which shall be received by the Managing Agent, and at the Managing Agent's Office, not later than 9:00 a.m. California time on the date (ivwhich must be a Banking Day) in of the case of a Eurodollar Rate Loan, the Interest Period for such requested Loan. Unless the Administrative Managing Agent has notified, in its sole and absolute discretion, Borrowers Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 Managing Agent. Administrative Managing Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Managing Agent from any loss, cost, expense or liability as a result of so acting.
(ec) Promptly following receipt of a Request for Loan, the Administrative Managing Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type amount of the Loan, the applicable Interest Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 11:00 a.m., California time, on the date specified for any the Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 11ARTICLE 9, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fd) Unless the Requisite Lenders otherwise consent, (i) each Alternate Base Rate Loan shall be not less than $5,000,000 7,500,000 (EXCEPT when such Loan is for the unused balance of the Commitment) and (ii) no more than two (2) Loans may be requested in any calendar month, EXCEPT, in each Eurodollar Rate case, for a Loan shall be not less than $10,000,000 and, except made to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs satisfy Borrower's obligations under Section 3.7(e), in an integral multiple of $1,000,0002.4.
(ge) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(hf) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Managing Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest Period for any Eurodollar Rate Loan, then on the last day of such Interest Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Revolving Commitment, make Advances to Borrowers Borrower under the Line A Revolving Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus Revolving Notes, (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) and (iii) the Aggregate Effective Amount of the Letters of Credit, to exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line A Revolving Commitment without premium or penalty.
(b) . Subject to the terms and conditions set forth in this Agreement (including those Agreement, on the Closing Date each Lender shall make a term Advance to Borrower under the Term Commitment in an amount equal to its Pro Rata Share of the Term Commitment. Subject to the terms and conditions set forth in Section 11.2)this Agreement, at any time and from time to time from following the Amendment Effective Closing Date through the Revolver Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Term Commitment, make Advances to Borrowers Borrower under the Line B Term Commitment in such the amounts which are required to refinance any then outstanding Advances under the Term Commitment as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that which do not result in the aggregate principal amount outstanding under the Line C Term Notes to exceed being in excess of the Line C Term Commitment. Borrowers may not borrow No Advance under the Line C Term Commitment subsequent to which is repaid may subsequently be reborrowed, however Borrower may repay loans outstanding under the Amendment Effective DateTerm Commitment without premium or penalty.
(db) Subject to the next sentence, each Loan 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 iii) amount of such Loan, and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notifiedAgent, in its sole and absolute discretion, Borrowers has notified Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ec) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California time, on the date specified for any Loan (which must be a Banking Business Day), each Revolver Lender or Term Lender (as applicable) 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 119, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fd) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 2,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C 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.
(ge) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C NoteNotes.
(hf) Subject to Sections 3.7(c3.8(c) and (ed), a Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(ig) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Period for any Eurodollar Rate Loan, then on the last day of such Interest Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(jh) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers Borrower or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: Reducing Revolving 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 Amendment Effective Closing Date through the Revolver Line A Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers Borrower under the Line A Commitment in such amounts as Borrowers Borrower may request that do not result in the sum of (ai) the aggregate ------ principal amount outstanding under the Line A Notes plus (ii) the Aggregate ---- Effective Amount of all outstanding Letters of Credit plus (iii) the Swing ---- Line Outstandings to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions (including Section 8.2) --------- --- set forth in this Agreement (including those set forth in Section 11.2)Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Line B Maturity Date, each Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line B Commitment, make Advances to Borrowers Borrower under the Line B Commitment in such amounts as Borrowers Borrower may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving CommitmentsCommitment. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Commitment without premium or penalty.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentence, each Loan 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 iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate Loan, the Interest Eurodollar Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers Borrower to the contrary, a Loan may be requested by telephone by a Responsible Official of BorrowersBorrower, in which case Borrowers 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 or electronic mail to the Administrative Agent. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of BorrowersBorrower, and Borrowers Borrower hereby agree agrees to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender by telephone, telecopier or Term Lender (as applicable) by telephone or telecopier electronic mail (and if by telephone, promptly confirmed by telecopiertelecopier or electronic mail) of the date and type of the Loan, the applicable Interest Period, Eurodollar Period and that Lender's Pro Rata Share of the Loan. Not later than 10:00 a.m., California time, on the date specified for any Loan (which must be a Banking Day), each Revolver Lender or Term Lender (as applicable) 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 118, all Advances shall be --------- credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, each Alternate Base Rate Loan shall be not less than $5,000,000 500,000 and in an integral multiple of $100,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), 1,000,000 and in an integral multiple of $1,000,000100,000.
(f) Notwithstanding Section 2.1(c), during the period commencing ------ on the Closing Date and ending on the earlier of (i) six (6) months ------- -- after the Closing Date or (ii) the completion of the syndication process referred to in Section 5.13, Borrower may not request a Eurodollar Rate ---- Loan with a Eurodollar Period longer than one (1) month.
(g) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(h) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d2.1(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 Interest Eurodollar Period for any outstanding --- Eurodollar Rate Loan, then on the last day of such Interest Eurodollar Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Closing Date through the Revolver Maturity Termination Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Revolving Commitment, make Advances to Borrowers Borrower under the Line A Revolving Commitment in such amounts as Borrowers Borrower may request that do not result exceed in (a) the aggregate principal amount at any one time outstanding under that Lender's Pro Rata Share of the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after Revolving Commitment; PROVIDED that, giving effect to any concurrent payment thereof with the proceeds of such Advances) to requested Loan, Revolving Usage does not exceed the Maximum Revolving CommitmentsCredit Amount. Subject to the limitations set forth hereinherein (including, Borrowers without limitation, the requirements of Section 3.6(d)), Borrower may borrow, repay and reborrow under the Line A Revolving Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.2)Agreement, at any time and from time to time from on the Amendment Effective Date through the Revolver Maturity Closing Date, each Lender shall, pro rata according shall make a Term Loan to that Borrower under the Term Commitment in the full amount of such Lender's Pro Rata Share of the then applicable Line B Term Commitment, make Advances to Borrowers . The Term Loan shall be evidenced by the A Term Notes. Amounts repaid under the Line B Term Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof be reborrowed, but may be refinanced with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line B Commitment without premium or penaltynew Term Loans.
(c) Subject to the terms and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentence, each Loan 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 under the Revolving Commitment or the Term Commitment, (iii) whether such Loan is to be a Base Rate Loan or a Eurodollar Rate Loan, (iii)amount iv) the amount of such Loan, and (ivv) in the case of Eurodollar Period for such Loan if such Loan is to be a Eurodollar Rate Loan, the Interest Period for such Loan. Unless the Administrative Agent has notified, in its sole and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so acting.
(ed) Promptly following receipt of a Request for Loan, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if by telephone, promptly confirmed by telecopier) of the date and type of the Loan, the applicable Interest Eurodollar Period, and that Lender's Pro Rata Share of the Loan. Not later than 10:00 11:00 a.m., California Los Angeles time, on the date specified for any Loan (which must be a Banking Day)Loan, each Revolver Lender or Term Lender (as applicable) 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 118, all Advances the Loan shall be credited on that date in immediately available funds to the Designated Deposit Funding Account.
(fe) Unless the Requisite Lenders otherwise consent, (i) each Alternate Base Rate Loan shall be in an integral multiple of $100,000 which is not less than $5,000,000 250,000 and (ii) each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), in an integral multiple of $100,000 which is not less than $1,000,000.
(f) 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, then Borrower shall be 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 Borrower's failure to deliver a Request for Loan or other notice required by Sections 2.1(b), 2.2 and 2.3.
(g) The Advances made by each Lender under Unless the Line A Commitment Administrative Agent otherwise consents, no more than ten Eurodollar Rate Loans shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Noteoutstanding at any one time.
(h) Subject to Sections 3.7(c) and (e), a A Request for Loan shall be irrevocable upon the Administrative Agent's first notification thereof.
(i) If no Request for Loan (or telephonic request for Loan referred to in the second sentence of Section 2.1(d), 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 Interest Period for any Eurodollar Rate Loan, then on the last day of such Interest Period, such Eurodollar Rate Loan shall be automatically converted into an Alternate Base Rate Loan in the same amount.
(j) If a Loan is to be made on the same date that another Loan is due and payable, Borrowers or the Lenders, as the case may be, shall make available to the Administrative Agent 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
Sources: Loan Agreement (Landec Corp \Ca\)
Loans-General. (a) Subject to the terms and conditions set forth in this Agreement, at any time and from time to time from the Amendment Effective Date through the Revolver Maturity Date, each Revolver Lender shall, pro rata according to that Lender's Pro Rata Share of the then applicable Line A Commitment, make Advances to Borrowers under the Line A Commitment in such amounts as Borrowers may request that do not result in (a) the aggregate principal amount outstanding under the Line A Notes to exceed the Line A Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with the proceeds of such Advances) to exceed the Revolving Commitments. Subject to the limitations set forth herein, Borrowers may borrow, repay and reborrow under the Line A Commitment without premium or penalty.
(b) Subject to the terms and conditions set forth in this Agreement (including those set forth in Section 11.28.2), at any time and from time to time from the Amendment Effective Restatement Date through the Revolver Business LA\4060806.14 Day immediately preceding the Maturity Date, each Lender Bank shall, pro rata according to that Lender's Bank’s Pro Rata Share of the Commitment then applicable Line B Commitmentin effect, make Advances to Borrowers Borrower under the Line B Commitment in such amounts as Borrowers Borrower may request request; provided that do not result in (a) the aggregate principal amount outstanding under the Line B Notes to exceed the Line B Commitment or (b) the sum of (i) the aggregate principal amount outstanding under the Line A Notes and Line B Notes plus (ii) the Swing Line Outstandings (after giving effect to any concurrent payment thereof with such Advance, the proceeds of such Advances) to Total Outstandings shall not exceed the Revolving CommitmentsAvailable Amount. Subject to the limitations set forth herein, Borrowers Borrower may borrow, repay and reborrow under the Line B Commitment this Section 2.1(a) without premium or penalty. In no event shall the 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 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 designated by the Administrative Agent and shall not be required to be effectuated in accordance with Section 11.8.
(c) Subject to the terms next sentence and conditions set forth in this Agreement on the Amendment Effective Date, each Term Lender shall, pro rata according to that Lender's Pro Rata Share of the Line C Commitment, make an Advance to Borrowers under the Line C Commitment in such amounts as Borrowers may request that do not result in the aggregate principal amount outstanding under the Line C Notes to exceed the Line C Commitment. Borrowers may not borrow under the Line C Commitment subsequent to the Amendment Effective Date.
(d) Subject to the next sentenceSection 2.5(c), each Loan 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 iii) amount of such Loan, Loan and (iv) in the case of a Eurodollar Rate Loan, the 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 each telephonic Loan Notice given by the Borrower pursuant to this Section 2.1(c) must be confirmed promptly by delivery to the Administrative Agent has notifiedof a written Loan Notice, in its sole appropriately completed and absolute discretion, Borrowers to the contrary, a Loan may be requested by telephone signed by a Responsible Official of Borrowers, in which case 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. Administrative Agent shall incur no liability whatsoever hereunder in acting upon any telephonic request for Loan purportedly made by a Responsible Official of Borrowers, and Borrowers hereby agree to indemnify the Administrative Agent from any loss, cost, expense or liability as a result of so actingBorrower.
(ed) Promptly following receipt of a Request for LoanLoan Notice, the Administrative Agent shall notify each Revolver Lender or Term Lender (as applicable) by telephone or telecopier (and if Bank by telephone, promptly confirmed by telecopier) telecopier or telex of the date and type Type of the Loan, the applicable Interest PeriodPeriod in the case of a Eurodollar Rate Loan, and that Lender's Bank’s Pro Rata Share of the Loan. Not later than 10:00 a.m., California 1:00 p.m. New York time, on the date specified for any Loan (which must be a Banking Day)Loan, each Revolver Lender or Term Lender (as applicable) 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 11VIII, all Advances shall be credited on that date in immediately available funds to the Designated Deposit Account.
(fe) Unless the Requisite Lenders otherwise consent, The principal amount of each Alternate Base Rate Loan shall be not less than $5,000,000 and each Eurodollar Rate Loan shall be not less than $10,000,000 and, except to the extent necessary to permit a Line C Loan to accommodate payment of an Amortization Amount without incurring breakage costs under Section 3.7(e), in an integral multiple of $1,000,000.1,000,000 and shall be in an amount not less than (i) $1,000,000 if such Loan is a Base Rate Loan and (ii) $5,000,000 if such Loan is a Eurodollar Rate Loan. LA\4060806.14
(gf) The Advances made by each Lender under the Line A Commitment shall be evidenced by that Lender's Line A Note. The Advances made by each Lender under the Line B Commitment shall be evidenced by that Lender's Line B Note. The Advance made by each Lender under the Line C Commitment shall be evidenced by that Lender's Line C Note.
(h) Subject to Sections 3.7(c) and (e), 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.
(ig) 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(d), 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 Interest Period for any Eurodollar Rate Loan2.3, then on the last day of such Interest Period, Borrower shall be deemed to have requested that such Eurodollar Rate Loan shall be automatically converted into an Alternate redesignated as a Base Rate Loan in the same amountLoan.
(jh) 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, Borrowers or the Lenders, as the case may be, shall make available Bank’s Note to the Administrative Agent 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 LoanBank.
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Sources: Revolving Loan Agreement (Kb Home)