Making Loans. (a) The Borrower hereby requests an initial Loan in the principal amount of [REDACTED] to be made on the Closing Date (the “Initial Loan”) as contemplated in Section 5.03, the proceeds of which shall be retained by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder shall be made on at least five (5) days’ prior written request from the Borrower to the Administrative Agent and each Group Agent in the form of a Loan Request attached hereto as Exhibit A. Each such request for a Loan shall be made no later than 11:00 a.m. (New York City time) on a Business Day (it being understood that any such request made after such time shall be deemed to have been made on the following Business Day) and shall specify (i) the amount of the Loan(s) requested (which shall not be less than [REDACTED] and shall be an integral multiple of [REDACTED]), (ii) the portion (if any) of such Loan(s) requested that constitute Enhanced Loan(s), (iii) the account to which the proceeds of such Loans shall be distributed, (iv) the date such requested Loan is to be made (which shall be a Business Day and a Settlement Date) (a “Borrowing Date”), (v) a detailed list of the Receivables, if any, proposed to be sold to the Borrower on such proposed Borrowing Date, including in respect of each Receivable the name and Billing Address of the related Obligor (or the identification number or code of such Obligor, provided that it includes the State (or commonwealth) in the United States in respect of such Billing Address), the account number or Contract identification number, the Remaining Term, the ADT Credit Score, the Product Type, whether a credit check was completed, the Unpaid Balance, the Financed Unpaid Balance, the aggregate Unpaid Balance of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable in each case as of the immediately preceding Cut-off Date, and (vi) an Information Package in respect of the Settlement Period immediately preceding such proposed Borrowing Date specified in such Loan Request and as of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Section 3.01(c).
Appears in 2 contracts
Samples: Receivables Financing Agreement (ADT Inc.), Receivables Financing Agreement (ADT Inc.)
Making Loans. (a) The Borrower hereby requests an initial Loan in the principal amount Each (x) Borrowing comprised of [REDACTED] to be made on the Closing Date (the “Initial Loan”) as contemplated in Section 5.03, the proceeds of which shall be retained by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder Base Rate Loans shall be made on at least five (5) days’ prior written request from the notice, given by a Borrower to the Administrative Agent and each Group Agent in the form of a Loan Request attached hereto as Exhibit A. Each such request for a Loan shall be made no not later than 11:00 a.m. A.M. (New York City time) on a the Business Day prior to the date of such proposed Borrowing; and (it being understood that any such request made after such time y) Borrowing comprised of Eurocurrency Loans shall be deemed to have been made on notice, given by a Borrower no later than 11:00 A.M. (New York City time) on the following third Business DayDay prior to the date of such proposed Borrowing. The Revolving Credit Loans made in Dollars shall be made as Base Rate Loans unless (subject to Section 2.12) the Notice of Borrowing specifies that all or a pro rata portion thereof shall be Eurocurrency Loans and specifies the Interest Period or Periods therefor, and the Revolving Credit Loans (subject to Section 2.12) made in an Alternative Currency shall specify be made as Eurocurrency Loans. Each such notice (a “Notice of Borrowing”) shall be in substantially the form of Exhibit B, specifying therein (i) the amount date of the Loan(s) requested (which shall not be less than [REDACTED] and shall be an integral multiple of [REDACTED])such proposed Borrowing, (ii) the portion (if any) aggregate amount of such Loan(s) requested that constitute Enhanced Loan(s)proposed Borrowing, (iii) the account to which the proceeds currency of such Loans shall be distributedproposed Revolving Credit Loans, (iv) in the date such requested Loan is to be made (which shall be case of a Business Day and a Settlement Date) (a “proposed Borrowing Date”)in Dollars, (v) a detailed list of the Receivablesamount thereof, if any, proposed requested to be sold to Eurocurrency Loans and the Borrower on such initial Interest Period or Periods therefor and (v) in the case of a proposed Borrowing Datein an Alternative Currency, including in respect of each Receivable the name and Billing Address initial Interest Period or Periods for the Eurocurrency Loans comprising such Borrowing, except that if no Interest Period is selected for any Eurocurrency Loan, the Interest Period for such Loan shall be one month; provided, however, that the aggregate of the related Obligor Eurocurrency Loans made in the same currency to any Borrower for each Interest Period must be in an amount of not less than $500,000 or an integral multiple of $100,000 in excess thereof (or the identification number or code of such Obligor, provided that it includes the State (or commonwealth) equivalent thereof in the United States applicable Alternative Currency) and each Borrowing consisting of Base Rate Loans shall be in respect an aggregate amount of such Billing Address), the account number not less than $500,000 or Contract identification number, the Remaining Term, the ADT Credit Score, the Product Type, whether a credit check was completed, the Unpaid Balance, the Financed Unpaid Balance, the aggregate Unpaid Balance an integral multiple of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable $100,000 in each case as of the immediately preceding Cut-off Date, and (vi) an Information Package in respect of the Settlement Period immediately preceding such proposed Borrowing Date specified in such Loan Request and as of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Section 3.01(c)excess thereof.
Appears in 1 contract
Making Loans. (a) The Borrower hereby requests an initial Loan in the principal amount Each (x) Borrowing comprised of [REDACTED] to be made on the Closing Date (the “Initial Loan”) as contemplated in Section 5.03, the proceeds of which shall be retained by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder Base Rate Loans shall be made on at least five (5) days’ prior written request from the notice, given by a Borrower to the Administrative Agent not later than 11:00 A.M. (Charlotte, North Carolina, time) on the Business Day prior to the date of such proposed Borrowing; and each Group Agent in the form (y) Borrowing comprised of a Loan Request attached hereto as Exhibit A. Each such request for a Loan Eurocurrency Loans shall be made on notice, given by a Borrower no later than 11:00 a.m. A.M. (New York City Charlotte, North Carolina, time) on a the third Business Day (it being understood that any prior to the date of such request proposed Borrowing. The Revolving Credit Loans made after such time in Dollars shall be deemed made as Base Rate Loans unless (subject to have been Section 2.12) the Notice of Borrowing specifies that all or a pro rata portion thereof shall be Eurocurrency Loans and specifies the Interest Period or Periods therefor, and the Revolving Credit Loans (subject to Section 2.12) made on in an Alternative Currency shall be made as Eurocurrency Loans. Each such notice (a “Notice of Borrowing”) shall be in substantially the following Business Day) and shall specify form of Exhibit B, specifying therein (i) the amount date of the Loan(s) requested (which shall not be less than [REDACTED] and shall be an integral multiple of [REDACTED])such proposed Borrowing, (ii) the portion (if any) aggregate amount of such Loan(s) requested that constitute Enhanced Loan(s)proposed Borrowing, (iii) the account to which the proceeds currency of such Loans shall be distributedproposed Revolving Credit Loans, (iv) in the date such case of a proposed Borrowing in Dollars, the amount thereof, if any, requested Loan is to be made (which shall be a Business Day Eurocurrency Loans and a Settlement Date) (a “Borrowing Date”)the initial Interest Period or Periods therefor, (v) a detailed list the identity of the Receivables, if any, proposed Borrower to whom such requested Borrowing will be sold to the Borrower on such proposed Borrowing Date, including in respect of each Receivable the name and Billing Address of the related Obligor (or the identification number or code of such Obligor, provided that it includes the State (or commonwealth) in the United States in respect of such Billing Address), the account number or Contract identification number, the Remaining Term, the ADT Credit Score, the Product Type, whether a credit check was completed, the Unpaid Balance, the Financed Unpaid Balance, the aggregate Unpaid Balance of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable in each case as of the immediately preceding Cut-off Datemade, and (vi) in the case of a proposed Borrowing in an Information Package in respect Alternative Currency, the initial Interest Period or Periods for the Eurocurrency Loans comprising such Borrowing, except that if no Interest Period is selected for any Eurocurrency Loan, the Interest Period for such Loan shall be one month; provided, however, that the aggregate of the Settlement Eurocurrency Loans made in the same currency to any Borrower for each Interest Period immediately preceding such proposed must be in an amount of not less than $500,000 or an integral multiple of $100,000 in excess thereof (or the equivalent thereof in the applicable Alternative Currency) and each Borrowing Date specified consisting of Base Rate Loans shall be in such Loan Request and as an aggregate amount of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Section 3.01(c)not less than $500,000 or an integral multiple of $100,000 in excess thereof.
Appears in 1 contract
Making Loans. (a) The Borrower hereby requests an initial Loan in the principal amount of [REDACTED] Transaction Revolving Credit Loans made pursuant to Section 2.1(b) shall be made on the Closing Effective Date (the “Initial Loan”) as contemplated in Section 5.03on notice, the proceeds of which shall be retained given by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder shall be made on at least five (5) days’ prior written request from the Borrower U.S. Operating Co. to the Administrative Agent and each Group Agent in the form of a Loan Request attached hereto as Exhibit A. Each such request for a Loan shall be made no later than 11:00 a.m. A.M. (New York City time) on a the second Business Day preceding the Effective Date in the case of Base Rate Loans, and not later than 11:00 A.M. (it being understood that any such request made after such time New York City time) on the third Business Day prior to the Effective Date in the case of Eurocurrency Loans; each General Purpose Revolving Credit Loan Borrowing comprised of Base Rate Loans shall be deemed to have been made on notice, given by an Operating Company to the following Agent not later than 11:00 A.M. (New York City time) on the Business DayDay prior to the date of such proposed Borrowing; and each General Purpose Revolving Credit Loan Borrowing comprised of Eurocurrency Loans shall be made on notice, given by an Operating Company no later than 11:00 A.M. (New York City time) on the third Business Day prior to the date of such proposed Borrowing. The Revolving Credit Loans made in Dollars shall be made as Base Rate Loans unless (subject to Section 2.12) the Notice of Borrowing specifies that all or a pro rata portion thereof shall be Eurocurrency Loans and specifies the Interest Period or Periods therefor, and the General Purpose Revolving Credit Loans (subject to Section 2.12) made in an Alternative Currency shall specify be made as Eurocurrency Loans. Each such notice (a "Notice of Borrowing") shall be in substantially the form of Exhibit B, specifying therein (i) the amount date of the Loan(s) requested (which shall not be less than [REDACTED] and shall be an integral multiple of [REDACTED])such proposed Revolving Credit Borrowing, (ii) the portion (if any) aggregate amount of such Loan(s) requested that constitute Enhanced Loan(s)proposed Revolving Credit Borrowing, (iii) in the account to which case of General Purpose Revolving Credit Loans, the proceeds currency of such Loans shall be distributedproposed Revolving Credit Loans, (iv) in the date such requested Loan is to be made (which shall be case of a Business Day and a Settlement Date) (a “proposed Borrowing Date”)in Dollars, (v) a detailed list of the Receivablesamount thereof, if any, proposed requested to be sold to Eurocurrency Loans and the Borrower on such initial Interest Period or Periods therefor, and (v) in the case of a proposed Borrowing Datein an Alternative Currency, including in respect of each Receivable the name and Billing Address initial Interest Period or Periods for the Eurocurrency Loans comprising such Borrowing, except that if no Interest Period is selected for any Eurocurrency Loan, the Interest Period for such Loan shall be one month; provided, however, that the aggregate of the related Obligor Eurocurrency Loans made in the same currency to any Operating Company for each Interest Period must be in an amount of not less than $500,000 or an integral multiple of $100,000 in excess thereof (or the identification number or code of such Obligor, provided that it includes the State (or commonwealth) equivalent thereof in the United States applicable Alternative Currency) and each Revolving Credit Loan Borrowing consisting of Base Rate Loans shall be in respect an aggregate amount of such Billing Address), the account number not less than $500,000 or Contract identification number, the Remaining Term, the ADT Credit Score, the Product Type, whether a credit check was completed, the Unpaid Balance, the Financed Unpaid Balance, the aggregate Unpaid Balance an integral multiple of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable $100,000 in each case as of the immediately preceding Cut-off Date, and (vi) an Information Package in respect of the Settlement Period immediately preceding such proposed Borrowing Date specified in such Loan Request and as of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Section 3.01(c)excess thereof.
Appears in 1 contract
Making Loans. (a) The Borrower hereby requests an initial Loan in the principal amount of [REDACTED] $130,357,302.35 to be made on the Closing Date (the “Initial Loan”) as contemplated in Section 5.03, the proceeds of which shall be retained by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder shall be made on at least five (5) days’ prior written request from the Borrower to the Administrative Agent and each Group Agent in the form of a Loan Request attached hereto as Exhibit A. Each such request for a Loan shall be made no later than 11:00 a.m. (New York City time) on a Business Day (it being understood that any such request made after such time shall be deemed to have been made on the following Business Day) and shall specify (i) the amount of the Loan(s) requested (which shall not be less than [REDACTED] $1,000,000 and shall be an integral multiple of [REDACTED]$100,000), (ii) the portion (if any) of such Loan(s) requested that constitute Enhanced Loan(s), (iii) the account to which the proceeds of such Loans shall be distributed, (iviii) the date such requested Loan is to be made (which shall be a Business Day and a Settlement Date) (a “Borrowing Date”), (viv) a detailed list of the Receivables, if any, proposed to be sold to the Borrower on such proposed Borrowing Date, including in respect of each Receivable the name and Billing Address of the related Obligor (or the identification number or code of such Obligor, provided that it includes the State (or commonwealth) in the United States in respect of such Billing Address), the account number or Contract identification number, the Remaining Term, the ADT Credit Score, the Product Type, whether a credit check was completed, the Unpaid Balance, the Financed Unpaid Balance, the aggregate Unpaid Balance of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable in each case as of the immediately preceding Cut-off Date, and (viv) an Information Package in respect of the Settlement Period immediately preceding such proposed Borrowing Date specified in such Loan Request and as of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Section 3.01(c).
Appears in 1 contract
Making Loans. (a) The As a condition precedent to borrowing of the Loans hereunder, the Borrower hereby requests an initial Loan in shall give the principal amount Administrative Agent a notice of [REDACTED] to be made on the Closing Date borrowing (the “Initial LoanNotice of Borrowing”) as contemplated in Section 5.03, on or prior to the proceeds of Closing Day (which shall notice must be retained received by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder shall be made on at least five (5) days’ prior written request from the Borrower to the Administrative Agent and each Group Agent in the form of a Loan Request attached hereto as Exhibit A. Each such request for a Loan shall be made no later than 11:00 prior to 10:00 a.m. (New York City time) on the Closing Date), and the Administrative Agent shall give to each Lender prompt notice thereof. The Notice of Borrowing shall be by telephone, confirmed immediately in writing, or telecopier or telex in substantially the form of Exhibit B hereto, specifying therein the requested (i) Closing Date, (ii) Type of Loans comprising the borrowing and the aggregate amount of the borrowing, (iii) remittance instructions and (iv) in the case of a Business Day (it being understood that any borrowing consisting of Eurodollar Rate Loans, initial Interest Period for each such request made after such time Loan. If no election as to Type of Loans is specified in the Notice of Borrowing, then the Loans shall be Alternate Base Rate Loans. If no Interest Period with respect to Eurodollar Rate Loans is specified in the Notice of Borrowing, then the Borrower shall be deemed to have been made selected an Interest Period of one month duration. Each Lender shall on the following Business Day) date requested by the Borrower, before 11:00 A.M. (New York City time), in the case of a borrowing to be comprised of Eurodollar Rate Loans, and shall specify before 1:00 P.M. (i) New York City time), in the amount case of a borrowing to be comprised of Alternate Base Rate Loans, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the Loan(s) requested (which shall not be less than [REDACTED] and shall be an integral multiple of [REDACTED])applicable conditions set forth in Section 3.01, (ii) the portion (if any) of Administrative Agent will make such Loan(s) requested that constitute Enhanced Loan(s), (iii) the account to which the proceeds of such Loans shall be distributed, (iv) the date such requested Loan is to be made (which shall be a Business Day and a Settlement Date) (a “Borrowing Date”), (v) a detailed list of the Receivables, if any, proposed to be sold funds available to the Borrower on such proposed Borrowing Date, including in respect of each Receivable the name and Billing Address of the related Obligor (or the identification number or code of such Obligor, provided that it includes the State (or commonwealth) in the United States manner specified by the Borrower in respect the Notice of such Billing Address), the account number or Contract identification number, the Remaining Term, the ADT Credit Score, the Product Type, whether a credit check was completed, the Unpaid Balance, the Financed Unpaid Balance, the aggregate Unpaid Balance of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable in each case as of the immediately preceding Cut-off Date, and (vi) an Information Package in respect of the Settlement Period immediately preceding such proposed Borrowing Date specified in such Loan Request and as of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Section 3.01(c)Borrowing.
Appears in 1 contract
Samples: Credit Agreement (Aquila Inc)
Making Loans. (a) The Borrower hereby requests an initial Loan in the principal amount of [REDACTED] to be made on the Closing Date (the “Initial Loan”) as contemplated in Section 5.03, the proceeds of which shall be retained by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder shall be made on at least five three (53) daysBusiness Days’ prior written request from the Borrower to the Administrative Agent and each Group Agent in the form of a Loan Request attached hereto as Exhibit A. Each such request for a Loan shall be made no later than 11:00 a.m. (New York City time) on a Business Day (it being understood that any such request made after such time shall be deemed to have been made on the following Business Day) and shall specify (i) the amount of the Loan(s) requested (which shall not be less than [REDACTED] $1,000,000 and shall be an integral multiple of [REDACTED]$100,000), (ii) the portion (if any) of such Loan(s) requested that constitute Enhanced Loan(s), (iii) the account to which the proceeds of such Loans shall be distributed, (iviii) the date such requested Loan is to be made (which shall be a Business Day and a Settlement DateDay) (a “Borrowing Date”), (viv) a detailed list of the Receivables, if any, proposed to be sold to the Borrower on such proposed Borrowing Date, including in respect of each Receivable the name and Billing Address of the related Obligor (or the identification number or code of such Obligor, provided that it includes the State (or commonwealth) in the United States in respect of such Billing Address), the account number or Contract identification number, the Original Term and the Remaining Term, the ADT Credit ScoreFICO Score of the related Obligor, the Product Type, whether a credit check was completed, the Unpaid original and current outstanding Principal Balance, the Financed Unpaid Balanceapplicable interest rate and basis, the monthly payment amount, the aggregate Unpaid Adjusted Principal Balance of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable in each case as of the immediately preceding Cut-off Date, and (vi) an Information Package in respect of the Settlement Period immediately preceding such proposed Borrowing Date specified in such Loan Request and as of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Section 3.01(c).. (b) Not later than 1:00 pm (New York City time) on the same Business Day of its receipt of a Loan Request together with the related Information Package pursuant to the foregoing clause (a) (it being understood that if any such Loan Request or Information Package is received by the Administrative Agent after 11:00 a.m. (New York City time) such Loan Request and Information Package shall be deemed to have been received on the following Business Day), 751499193.15 22727329 47 the Administrative Agent shall deliver a copy of such Loan Request and Information Package to each Group Agent along with the allocation of the requested Loans among the Groups (which shall be ratable based on the Group Loan Limits). Each Group Agent shall notify the Administrative Agent no later than 4:00 p.m. (New York City time) on the second (2nd) Business Day preceding such proposed Borrowing Date whether the Lenders in its Group approve or reject the making of the requested Loans; provided, that to the extent that any Group Agent does not notify the Administrative Agent that such Lenders approve such requested Loans on or before 4:00 p.m. (New York City time) on such day, it shall be deemed to have rejected the requested Loans, unless on such day and prior to any proposed reallocation by the Administrative Agent of such Group’s deemed rejected portion of the Ratable Share of the Loans in respect of such requested borrowing, such non-responding Group Agent approves in writing such proposed borrowing in the full amount of such requested Loans. In the event that some but not all of the Groups agree to fund their Ratable Share of the requested Loans, the Borrower may request the Administrative Agent to re- allocate the rejected portion of the requested Loans, and seek approval among the Groups that approved the original requested borrowing, based on the Ratable Share of the Group Loan Limits of such Groups; provided, that there shall be no obligation of any Lender in any Group to fund any such incremental Loans. Upon final allocation, which shall in no event result in the Principal of any Group to exceed its Group Loan Limit, the Administrative Agent shall advise each Group Agent of the amount of the requested Loans to be funded by each Lender in its Group and the allocated share of each Lender of such borrowing (the “Allocated Share”), and each such approving Lender shall make available to the Borrower its Allocated Share of the applicable Loans on the proposed Borrowing Date in accordance with clause (c) below. For the avoidance of doubt, no Lender shall have any obligation to approve any Loan Request. (c) Other than Withdrawals made pursuant to Section 3.01(g), on each Borrowing Date for any Loans which have been requested and approved in accordance with clause (a) and (b) above, the applicable Lenders shall, upon satisfaction of the applicable conditions set forth herein (including in Article V) and upon the completion of the application of Collections and Supporting LC Draw Proceeds in accordance with Section 3.01(d), (e) and (f) and Section 7.09, as applicable, with respect to such Borrowing Date, make available to the Administrative Agent in immediately available funds their Allocated Share of the Loans with respect to such borrowing, which shall equal the lesser of: (i) the amount requested by the Borrower under clause (a) above, and (ii) the amount which, after giving effect to such Loans and the application of all Collections and Supporting LC Draw Proceeds in accordance with Section 3.01(d), (e) and (f) and Section 7.09, as applicable, in each case, on such Borrowing Date, is the largest amount that will not cause (a) the Aggregate Principal to exceed the Facility Limit or (b) the Aggregate Principal to exceed the Borrowing Base. The Administrative Agent shall make all such funds so received available to the Borrower in like funds, by wire transfer of such funds in accordance with the instructions provided in the applicable Loan Request. (d) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed Borrowing Date that such Lender will not make available to the Administrative Agent such Xxxxxx’s Allocated Share of such borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with Section 2.02(c) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its Allocated Share of the applicable borrowing available to the Administrative Agent, then the applicable Lender and the
Appears in 1 contract
Making Loans. (a) The Borrower hereby requests an initial Loan in the principal amount of [REDACTED] to be made on the Closing Date (the “Initial Loan”) as contemplated in Section 5.03, the proceeds of which shall be retained by the Lenders as contemplated in such Section 5.03. Each other Loan hereunder Borrowing shall be made on at least five notice, given (5i) days’ prior written request from with respect to any Borrowing consisting of Reference Rate Loans, not later than 1:30 p.m., Los Angeles time, on the Business Day before the date of the proposed Borrowing and (ii) with respect to any Borrowing consisting of LIBOR Loans, not later than 11:00 a.m., Los Angeles time, on the third Business Day before the date of the proposed Borrowing, each such notice to be given by the Borrower to the Administrative Agent and Agent, which shall give each Group Agent in the form Bank prompt notice thereof by telecopier. Each such notice of a Loan Request attached hereto as Exhibit A. Each such request for Borrowing (a Loan "Notice of Borrowing") shall be made no later than 11:00 a.m. (New York City time) on a Business Day (it being understood that any such request made after such time shall be deemed to have been made on the following Business Day) and shall specify in writing, or by telephone confirmed promptly in writing, by an Authorized Officer, specifying (i) the amount requested date of the Loan(s) requested such Borrowing (which shall not be less than [REDACTED] and shall be an integral multiple of [REDACTED]a Business Day), (ii) the portion (if any) requested Type of Loans making up such Loan(s) requested that constitute Enhanced Loan(s)Borrowing, (iii) the account to which the proceeds requested aggregate amount of such Loans shall be distributedBorrowing, (iv) in the case of a Borrowing consisting of LIBOR Loans, the requested initial Interest Period for such LIBOR Loans and (v) the fact that the statements set forth in Sec- tion 4.2(b) are true as of the date of such requested Borrowing. Each Bank shall, before 11:00 a.m., Los Angeles time, on the date of such Borrowing, make available to the Agent at its address referred to in Section 9.2, in immediately available funds, such Bank's ratable portion of such Borrowing. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article 4, the Agent will make such funds available to the Borrower by crediting the Borrower's concentration account number 0880412175 at the Agent's aforesaid address. Notwith- standing the provisions of the first sentence of this Section 2.4(a), if the Borrower gives the Agent notice of a Borrowing consisting of Reference Rate Loans not later than 8:30 a.m., Los Angeles time, on the day of the proposed Borrowing, the Agent and the Banks will use their best efforts (but shall not be obligat- ed) to make such Reference Rate Loans available on the day on which such notice is given; provided, however, that the Agent and the Banks shall no longer be required to use their best efforts as described in this sentence if the Agent, at its sole option exercisable at any time, gives the Borrower notice of the same. (b) Each Notice of Borrowing shall be irrevocable and binding on the Borrower. The Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill, on or before the date specified for such Borrowing in the related Notice of Borrowing, the applicable conditions set forth in Article 4, including any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund the Loan is to be made by such Bank as part of such Borrowing when such Loan, as a result of such failure, is not made on such date. (which shall be c) Unless the Agent receives notice from a Business Day and a Settlement Date) (a “Bank before the date of any Borrowing Date”that such Bank will not make available to the Agent such Bank's ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with Section 2.4(a), (v) a detailed list of and the ReceivablesAgent may, if anyin reliance upon such assumption, proposed to be sold make available to the Borrower on such proposed Borrowing Datedate a corresponding amount. If and to the extent that such Bank has not made such ratable portion available to the Agent, including in respect of such Bank and the Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount, together with interest thereon, for each Receivable day from the name and Billing Address of date such amount is made available to the related Obligor Borrower until the date such amount is repaid to the Agent, at (or the identification number or code of such Obligor, provided that it includes the State (or commonwealthi) in the United States case of the Borrower, the interest rate applicable at the time to the Loans making up such Borrowing and (ii) in respect the case of such Billing Address)Bank, the account number or Contract identification numberFederal Funds Rate. If such Bank repays to the Agent such corresponding amount, such amount so repaid shall constitute such Bank's Loan as part of such Borrowing for purposes of this Agreement. (d) The failure of any Bank to make the Remaining TermLoan to be made by it as part of any Borrowing shall not relieve any other Bank of its obligation, if any, hereunder to make its Loan on the ADT Credit Scoredate of such Borrowing, but no Bank shall be responsible for the Product Type, whether a credit check was completed, failure of any other Bank to make the Unpaid Balance, Loan to be made by such other Bank on the Financed Unpaid Balance, the aggregate Unpaid Balance date of all such Receivables, and such additional detail that the Administrative Agent may from time to time reasonably request, of each Receivable in each case as of the immediately preceding Cut-off Date, and (vi) an Information Package in respect of the Settlement Period immediately preceding such proposed Borrowing Date specified in such Loan Request and as of the most recent Cut-off Date and which shall also contain the pro forma information regarding any such proposed Loans required by Borrowing. Section 3.01(c).2.5
Appears in 1 contract
Samples: Revolving Credit and Letter of Credit Agreement (Wainoco Oil Corp)
