Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the Borrowers may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrowers shall give the Administrative Agent prior written, telex, facsimile or telephonic (confirmed promptly in writing) notice of each Borrowing hereunder of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000 in excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the office of the Administrative Agent at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Lenders to fund any borrowing 122 hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrowers.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Usg Corp)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.12, Loans shall be either ABR Loans or Eurodollar Loans as the Borrowers may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections ~~2.15~~ 2.16 or ~~2.18~~2.19. ~~Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of~~ No more than ~~one Type may be incurred at the same time, provided that no more than ten~~ twelve (1012) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrowers shall give the Administrative Agent prior written, telex, facsimile or telephonic (confirmed promptly in writing) notice of each Borrowing hereunder (other than a Refunding Borrowing) of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $~~5,000,000~~ 1,000,000 in excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the ~~borrowing~~ Borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the office of the Administrative Agent at ~~000 Xxxx Xxxxxx~~2 Penn’s Way, ~~Xxx Xxxx~~New Castle, ~~Xxx Xxxx 00000~~Delaware 19720, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of ~~borrowing~~ Borrowing delivered by the Borrowers.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Federal Mogul Corp)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or a Eurodollar ~~Loans~~ Loan as the Borrowers may request subject to and in accordance with this ~~Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type~~Section 2.2. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrowers shall give the Administrative Agent at least three Business Days' prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of Eurodollar Loans, and at least ~~three~~ one Business Day's prior written, facsimile or telephonic (3promptly confirmed in writing) ~~Business Days for Eurodollar Loans and one (1) Business Day for ABR~~ notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~2:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such ~~Borrowing~~ Loan is to be made, the aggregate principal amount of the requested Loan, and, if applicable, the portion of the Loan being made under a Special Production Tranche. ~~Such~~ Each such notice shall be irrevocable and shall specify whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the ~~Type~~ type of Loan, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than ten separate Eurodollar Loans would be outstanding hereunder with respect to each Lender (determined in accordance with Section 2.8(c) hereof). (b) The Administrative Agent shall promptly notify each Lender of its proportionate share of ~~such Borrowing~~each Borrowing under this Section 2.2, the date of such Borrowing, the ~~Type~~ type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~The Chase Manhattan Bank, Loan and Agency Services Group, One Chase Xxxxxxxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, ~~Xxx Xxxx~~ XX 00000, Attention: Xxxxxx Xxxxxx, for credit to the Chase Clearing Account no later than ~~12:00 noon,~~ 1:00 p.m. New York City ~~time,~~ time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds by depositing the requested amounts into an account maintained with the Administrative Agent by the Borrowers PROVIDED, HOWEVER, that (i) proceeds of the initial Loans which are used to repay loans outstanding under the BofA Facility and to repay other Indebtedness (identified on Schedule 3.17 as to be paid at Closing) shall be applied by the Administrative Agent directly for such purpose, and (ii) if the Borrowing Certificate for any particular Borrowing indicates that it is to be used to fund the production of a Designated Picture, then the Administrative Agent shall deposit the proceeds of such Loan directly into the Production Account for such Designated Picture. (c) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to fund such Eurodollar Loans, provided that any exercise of such option shall not affect the obligation of the Borrowers to repay Loans in accordance with the terms hereof. Subject to the other provisions of this Section 2.2, Loans of more than one interest rate type may be outstanding at the same time. (d) Each Loan requested hereunder on any date shall be made by each Lender in accordance with its respective Percentage. (e) On the date requested by the Borrowers for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each of the Lenders, the amount of the Loan to be made by it in accordance with its Percentage hereunder. Each of the Lenders hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each of the Lenders agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, such Lender shall pay interest to the Administrative Agent at a rate per annum equal to the Administrative Agent's cost of obtaining overnight funds in the ~~manner specified~~ New York Federal Funds Market for the three Business Days following the time when the Lender fails to make the required reimbursement, and thereafter at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin for Alternate Base Rate Loans. If and to the extent that any such reimbursement shall not have been made to the Administrative Agent, the Borrowers agree to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrowers until the date such amount is repaid to the Administrative Agent at the Alternate Base Rate plus the Applicable Margin for Alternate Base Rate Loans. (f) The amount of any Borrowing of new funds shall be in an aggregate principal amount of $300,000 (or such lesser amount as shall equal the available but unused portion of the Commitments) or such greater amount which is an integral multiple of $100,000; PROVIDED, HOWEVER that the amount of any Borrowing of new funds which shall be a Eurodollar Loan shall be in an aggregate principal amount of $750,000 or such greater amount which is an integral multiple of $100,000. (g) Notwithstanding the provisions of clause (a) above and/or the absence of a request from the Borrowers that the Lenders make a Loan, the Required Lenders may direct the Lenders to make Loans and apply the proceeds thereof as follows: (i) if the Approved Completion Guarantor for any item of Product being produced by the Borrowers or for which receivables are included in the ~~notice~~ Borrowing Base shall take over production of ~~borrowing delivered~~ such item of Product pursuant to the Completion Guarantee with respect to such item of Product, to make Loans with respect to the production of such item of Product and pay the proceeds thereof directly to the Approved Completion Guarantor to be used to finance the production and delivery of such item of Product pursuant to the terms of the Completion Guarantee; and (ii) if an Event of Default shall have occurred and be continuing, to make Loans with respect to any item of Product being produced by the ~~Borrowers~~Borrowers or for which receivables are included in the Borrowing Base and pay the proceeds thereof directly to Persons providing services in connection with the production, delivery and distribution of such Product so as to ensure Completion of such item of Product and/or the collection of Eligible Receivables.

Appears in 1 contract

Samples: Credit, Security, Guaranty and Pledge Agreement (Trimark Holdings Inc)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.13, Term Loans and Revolving Credit Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this ~~Section,~~ Section 2.03; provided that all Term Loans made pursuant to the same Term Borrowing and all Revolving Credit Loans made pursuant to the same Revolving Credit Borrowing shall, unless otherwise specifically provided herein, be Term Loans or Revolving Credit Loans, as applicable, of the same Type. Each Lender may fulfill its Commitment of any Class with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs or Taxes by the ~~Borrowers~~ Borrower pursuant to Sections ~~2.15~~ 2.18 or ~~2.18~~2.21. ~~Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of~~ No more than ~~one Type may be incurred at the same time, provided that no more than ten~~ fifteen (1015) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the Applicable Administrative Agent prior written, telex, facsimile or telephonic (confirmed promptly in writing) notice of each Term Borrowing and Revolving Credit Borrowing hereunder (other than an Refunding Borrowing) of at least three (3) Business Days for Eurodollar Loans. Borrowings of ABR Loans ~~and one (1) Business Day for ABR Loans; such~~ may be made on same day notice so long as the Applicable Administrative Agent shall have been given notice thereof not later than 11:00 a.m. on the date of the proposed Borrowing. Such notice shall be irrevocable and shall (i) specify the Class of the proposed Borrowing, (ii) specify the amount of the proposed Borrowing (which shall ~~not~~ be ~~less than~~ in a minimum amount of $5,000,000 ~~or any~~ in the case of a Revolving Credit Borrowing and in an amount which is an integral multiple of $5,000,000 in excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the office of the Administrative Agent at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Lenders to fund any borrowing 122 hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the Borrowers.1,000,000,

Appears in 1 contract

Samples: Term Loan and Revolving Credit Agreement (Federal-Mogul Holdings Corp)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or a Eurodollar ~~Loans~~ Loan (each such type of Loan, an "Interest Rate Type") as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section~~, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type~~. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of ~~each Borrowing hereunder of~~ (i) at least three ~~(3)~~ Business Days for a Borrowing which is to consist of Eurodollar Loans and (ii) at least one ~~(1)~~ Business Day for ~~ABR~~ a Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall~~ in order to be ~~irrevocable~~ effective must be received by the Agent not later than 1:00 p.m., New York City time, on the day required and shall specify the ~~amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000 in excess thereof) and the~~ date ~~thereof~~ (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be ~~made~~made and the aggregate principal amount of the requested Borrowing. ~~Such~~ Each such notice shall be irrevocable and shall specify whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans, and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the Interest Rate Type of ~~Loan~~any Borrowing, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than ten (10) separate Eurodollar Loans would be outstanding hereunder with respect to each Lender (determined in accordance with Section 2.10(c) hereof). (b) The ~~Administrative~~ Agent shall promptly notify each Lender of its proportionate share of ~~such Borrowing~~each Borrowing under this Section, the date of such Borrowing, the Interest Rate Type of ~~Borrowing or Loans~~ each Loan being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~The Chase Manhattan Bank, Loan and Agency Services Group, One Chase Manxxxxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Xttention: Donxx Xxxxxxxxxx, xor credit to the Clearing Account no later than ~~12:00 noon~~1:00 p.m., New York City time, in Federal or other immediately available funds. Upon receipt of ~~the~~ any funds to be made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the ~~Administrative~~ Agent shall disburse such funds ~~in the manner~~ by depositing them into an account specified ~~in the notice of borrowing delivered~~ by the ~~Borrowers~~Borrower. (c) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to fund such Eurodollar Loans, provided that any exercise of such option shall not affect the obligation of the Borrower to repay the Loans in accordance with the terms hereof and of the Notes. Subject to the other provisions of this Section, Loans of more than one type may be outstanding at the same time. (d) The amount of any Borrowing of new funds hereunder shall be in an aggregate principal amount of $500,000 for Alternate Base Rate Loans and $1,000,000 for Eurodollar Loans (or such lesser amount as shall equal the available but unused portion of the Revolving Credit Commitments) or such greater amount which is an integral multiple of $500,000.

Appears in 1 contract

Samples: Credit, Security, Guaranty and Pledge Agreement (Crown Media Holdings Inc)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or a Eurodollar ~~Loans~~ Loan as the ~~Borrowers~~ Borrower may request subject to to, and in accordance ~~with~~ with, this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such LoanSection 2.3; provided that ~~any such use of a lending office~~ each Swingline Loan shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any timean Alternate Base Rate Loan. (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent at least three Business Days' prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of Eurodollar Loans, and at least ~~three~~ one Business Day's prior written, facsimile or telephonic (3promptly confirmed in writing) ~~Business Days for Eurodollar Loans and one (1) Business Day for ABR~~ notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~1:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such ~~Borrowing~~ Loan is to be made~~. Such notice shall specify~~ , the amount of the requested Borrowing, whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. Each such notice shall be irrevocable. If no election of an Interest Period is specified in any such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the ~~Type~~ type of Loan, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than six (6) separate Eurodollar Loans would be outstanding hereunder with respect to a Lender (as determined in accordance with Section 2.9(c) hereof). (c) The Administrative Agent shall promptly (but in no event later than two (2) days prior to the date of any proposed Borrowing which is to consist of Eurodollar Loans), notify each Lender (by telecopier) of its proportionate share of ~~such Borrowing~~each Borrowing under this Section 2.3, the date of such Borrowing, the ~~Type~~ type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~Credit Lyonnais New York Branch, ~~Xxx Xxxx~~ABA #026-008073, ~~Xxx Xxxx 00000~~Attention: Loan Servicing Department, Account No. 0188179214500, Attention: John Chianchiano (Xxxxxxxxx: XXX Xoldings, Inc.) (provided that Swingline Loans shall be made as provided in Section 2.17), no later than ~~12:00 noon,~~ 1:00 p.m. New York City ~~time,~~ time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Lenders to fund any ~~borrowing 122~~ Loan hereunder, the Administrative Agent shall disburse such funds by depositing the proceeds of such Loans directly into an account of the Borrower maintained with the Administrative Agent or in such other manner as the Borrower may direct; provided that Loans made to finance the reimbursement of an obligation under a Letter of Credit as provided in Section 2.18(f) shall be remitted by the Administrative Agent to the Issuing Bank. (d) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to make such Eurodollar Loans, provided that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof and the relevant Note. Subject to the other provisions of this Section 2.3, Section 2.8(b) and Section 2.13, Loans of more than one interest rate type may be outstanding at the same time. (e) Each Loan requested hereunder on any date shall be made by each Lender ratably in accordance with their respective portions of the relevant Commitments. (f) On the date requested by the Borrower for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each of the Lenders, the amount of the Loan to be made by such Lender. Each of the Lenders hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each of the Lenders agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, such Lender shall pay interest to the Administrative Agent equal to the Administrative Agent's cost of obtaining overnight funds in the ~~manner specified~~ New York Federal Funds Market. If and to the extent that any such reimbursement shall not have been made to the Administrative Agent, the Borrower agrees to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at the rate applicable to such Loan. (g) The aggregate amount of any Borrowing of a Loan consisting of a Eurodollar Loan shall be in a minimum aggregate principal amount of $3,000,000 or such greater amount which is an integral multiple of $500,000. The aggregate amount of any Borrowing of a Loan consisting of an Alternate Base Rate Loan (other than any Swingline Loan), shall be in a minimum aggregate principal amount of $1,000,000 or such greater amount which is an integral multiple of $100,000 (or such lesser amount as shall equal the ~~notice~~ available but unused portion of ~~borrowing delivered~~ the Revolving Commitments), or such amount that is required to finance the reimbursement of an obligation under a Letter of Credit as contemplated by ~~the Borrowers~~Section 2.18(f). The aggregate amount of any Borrowing of a Loan consisting of a Swingline Loan shall be in a minimum aggregate principal amount of $250,000 or such greater amount which is an integral multiple of $50,000.

Appears in 1 contract

Samples: Credit, Guaranty, Security and Pledge Agreement (Gci Inc)

Making of Loans. (a) Except as ~~contemplated by Section 2.11~~set forth in SECTION 2.16 and SECTION 2.24, Loans (other than Swingline Loans) by the Lenders shall be either ~~ABR~~ Base Rate Loans or ~~Eurodollar~~ LIBOR Loans as the ~~Borrowers~~ relevant Borrower may request subject to and in accordance with this ~~Section~~SECTION 2.3, ~~provided~~ provided, that all Swingline Loans shall be only Base Rate Loans. All Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its ~~Commitment~~ Commitments with respect to any ~~Eurodollar Loan or ABR~~ Loan by causing any lending office of such Lender to make such Loan; ~~provided that~~ but any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of ~~this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in~~ the ~~payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18~~applicable Note. Subject to the other provisions of this Section 2.3 and the provisions of ~~Section 2.12~~SECTION 2.24, Borrowings of Loans of more than one Type may be incurred at the same time, ~~provided that~~ but no more than ~~ten~~ six (106) Borrowings of ~~Eurodollar~~ LIBOR Loans may be outstanding at any time. (b) The Borrowers requesting a Borrowing shall give the Administrative Agent ~~prior written, telex, facsimile or~~ telephonic notice (thereafter confirmed ~~promptly~~ in writing) ~~notice~~ of each Borrowing ~~hereunder~~ of ~~at least three~~ (3i) ~~Business Days for Eurodollar~~ LIBOR Loans ~~and one (1)~~ not later than 12:00 p.m. on the third Business Day ~~for ABR Loans;~~ prior to the date on which such Borrowing is to be made and (ii) Base Rate Loans not later than 12:00 p.m. on the Business Day on which such Borrowing is to be made. Such notice shall be irrevocable and binding on each of the Borrowers and shall specify the amount of the proposed Borrowing (which shall be in an integral multiple of $1,000,000, but not be less than $5,000,000 ~~or any integral multiple~~ in the case of ~~$5,000,000 in excess thereof~~LIBOR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ~~ABR~~ Base Rate Loans or ~~Eurodollar~~ LIBOR Loans and, if LIBOR Loans, the Interest Period with respect thereto. If no election of Interest Period is specified in any such notice for a Borrowing of LIBOR Loans, such notice shall be deemed a request for an Interest Period of one month. If no election is made as to the Type of Loan, such notice shall be deemed a request for a Borrowing of ~~ABR~~ Base Rate Loans. The Administrative Agent shall promptly notify each Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing ~~or Loans~~ being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the office of the Administrative Agent at 000 ~~Xxxx~~ Xxxxxxx Xxxxxx, ~~Xxx Xxxx~~Xxxxxx, ~~Xxx Xxxx~~ Xxxxxxxxxxxxx 00000, no not later than ~~12:00 noon, New York City time,~~ 4:00 p.m. in immediately available funds. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing of LIBOR Loans and no less than one (1) hour prior to the proposed Borrowing of Base Rate Loans that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section and may, in reliance upon such assumption, make available to the Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrowers severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrowers to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrowers, the interest rate applicable to Base Rate Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Upon receipt of the funds made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrowers and shall use reasonable efforts to make the funds so received from the Lenders available to the Borrowers not later than 4:00 p.m. (c) Notwithstanding the provisions of Section 2.3(b), the Borrowers shall not request, and the Tranche A Lenders shall be under no obligation to fund, any Revolving Loan unless the Borrowers have borrowed the full amount available under the FILO Commitments (to the extent that such FILO Commitments have not been terminated). If any FILO Loan is prepaid in whole or part pursuant to Sections 2.18 or 2.19, any Loans to the Borrowers thereafter requested shall be FILO Loans until the maximum principal amount of FILO Loans outstanding equals the FILO Commitments and thereafter shall be Revolving Loans.

Appears in 1 contract

Samples: Credit Agreement (Zale Corp)

Appears in 1 contract

Samples: Credit Agreement (Newstar Media Inc)

Appears in 1 contract

Samples: Credit, Security, Guaranty and Pledge Agreement (Dove Entertainment Inc)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.13, Term Loans and Revolving Credit Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this ~~Section,~~ Section 2.03; provided that all Term Loans made pursuant to the same Term Borrowing and all Revolving Credit Loans made pursuant to the same Revolving Credit Borrowing shall, unless otherwise specifically provided herein, be Term Loans or Revolving Credit Loans, as applicable, of the same Type. Each Lender may fulfill its Commitment of any Class with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the ~~Borrowers~~ Borrower pursuant to Sections ~~2.15~~ 2.18 or ~~2.18~~2.21. ~~Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of~~ No more than ~~one Type may be incurred at the same time, provided that no more than ten~~ fifteen (1015) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent prior written, telex, facsimile or telephonic (confirmed promptly in writing) notice of each Term Borrowing and Revolving Credit Borrowing hereunder (other than an R/C Refunding Borrowing) of at least three (3) Business Days for Eurodollar Loans. Borrowings of ABR Loans ~~and one (1) Business Day for ABR Loans; such~~ may be made on same day notice so long as the Applicable Administrative Agent shall have been given notice thereof not later than 11:00 a.m. on the date of the proposed Borrowing. Such notice shall be irrevocable and shall (i) specify the Class of the proposed Borrowing, (ii) specify the amount of the proposed Borrowing (which shall ~~not~~ be ~~less than~~ (x) $~~5,000,000~~ 878,000,000, in the case of the Term Borrowing on the Closing Date, (y) in a minimum amount of $25,000,000, in the case of a Term Borrowing, or ~~any~~ $5,000,000, in the case of a Revolving Credit Borrowing and (z) in an amount which is integral multiple of $~~5,000,000 in excess thereof~~1,000,000), (iii) ~~and~~ specify the date ~~thereof~~ of the proposed Borrowing (which date (x) shall be a Business Day, (y) in the case of the initial Term Borrowing, shall be the Closing Date and (z) in the case of any other Term Borrowing, shall be January 2, 2008 or thereafter), and (iv) contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for a Borrowing of ABR Loans. Each Term Borrowing shall be allocated first, to Tranche C Term Loans to the extent of the Total Tranche C Commitment and second, to Tranche B Term Loans to the extent of the Total Tranche B Commitment. Each Borrowing of any Class shall be made ratably from the Lenders of such Class in accordance with their respective Commitments of such Class. The Administrative Agent shall promptly notify each Lender of the relevant Class of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing ~~or Loans~~ being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the ~~borrowing~~ Borrowing date specified in such notice, each Lender of the relevant Class shall make its share of the Borrowing available at the office of the Administrative Agent at ~~000 Xxxx Xxxxxx~~Penn’s Way, ~~Xxx Xxxx~~New Castle, ~~Xxx Xxxx 00000~~Delaware 19720, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of ~~borrowing~~ Borrowing delivered by the ~~Borrowers~~Borrower, subject to Section 2.04(b)(i).

Appears in 1 contract

Samples: Term Loan and Revolving Credit Agreement (Federal Mogul Corp)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.10, Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each ~~Lender~~ Bank may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such ~~Lender~~ Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of ~~this Agreement~~the applicable Note. Each ~~Lender~~ Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the ~~Borrowers~~ Borrower pursuant to ~~Sections 2.15 or 2.18~~Section 2.14. Subject to the other provisions of this Section and the provisions of Section ~~2.12~~2.11, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ~~ten~~ five (105) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior ~~written, telex, facsimile or telephonic (confirmed promptly in writing)~~ notice of each Borrowing hereunder of at least three ~~(3)~~ Business Days for Eurodollar Loans and one ~~(1)~~ Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 ~~or any integral multiple~~ in the case of Eurodollar Loans and $~~5,000,000~~ 1,000,000 in ~~excess thereof~~the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the ~~Administrative~~ Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be ~~made~~made except as provided in the last sentence of this Section 2.5(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The ~~Administrative~~ Agent shall promptly notify each ~~Lender~~ Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each ~~Lender~~ Bank shall make its share of the Borrowing available at the office of the ~~Administrative~~ Agent at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the ~~Lenders~~ Banks to fund any borrowing ~~122~~ hereunder, the ~~Administrative~~ Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $15,000,000 or less, the Banks shall make such Borrowings available to the Borrower by 4:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 12:00 noon, New York City time.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Flagstar Companies Inc)

Making of Loans. (a) Except as ~~contemplated by~~ set forth in Section ~~2.11~~2.09, Loans by the Lenders shall be either ABR Loans or (so long as no Event of Default has occurred and is continuing and the making of Eurodollar Loans by any Lender is not illegal or impractical) Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time.in (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent two Business Days' prior ~~written, telex, facsimile or telephonic (confirmed promptly in writing)~~ notice of each Borrowing ~~hereunder~~ of ~~at least three (3) Business Days for~~ Eurodollar Loans and ~~one (1) Business Day for~~ same-day notice of each Borrowing of ABR Loans~~; such~~ , so long as notice is given prior to 1:00 p.m., Boston time. Such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $~~5,000,000~~ 1,000,000, or ~~any~~ larger integral ~~multiple~~ multiples thereof, in the case of ~~$5,000,000 in excess thereof~~Eurodollar Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than ~~12:00 noon~~1:00 p.m., ~~New York City~~ Boston time, on the ~~third~~ second Business Day in the case of Eurodollar Loans and not later than 3:00 p.m., Boston time, on the ~~first Business Day~~ same day in the case of ABR Loans, ~~preceding the date~~ on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto. If no election of Interest Period is specified in any such notice for a Borrowing of Eurodollar Loans, such notice shall be deemed a request for an Interest Period of one month. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR ~~Loans~~Loans (subject to Section 2.03(a)). The Administrative Agent shall promptly notify each Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing ~~or Loans~~ being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the office of the Administrative Agent at ~~000 Xxxx~~ 100 Xxxxxxx Xxxxxx, ~~Xxx Xxxx~~Xxxxxx, ~~Xxx Xxxx~~ Xxxxxxxxxxxxx 00000, no xx later than ~~12:00 noon~~3:00 p.m., ~~New York City~~ Boston time, in immediately available funds. Upon receipt of the funds made available by the Lenders to fund any borrowing ~~122~~ hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrower and shall use reasonable efforts to make the funds so received from the Lenders available to the Borrower no later than 5:00 p.m., Boston time. (c) The Administrative Agent is authorized by the Lenders, but is not obligated, to make in the exercise of its sole discretion Agent Advances of up to $30,000,000 in the aggregate outstanding at any time. Agent Advances shall consist only of ABR Loans and shall be made available upon a notice of Borrowing received by the Administrative Agent (which notice, at the Administrative Agent's discretion, may be submitted prior to 3:00 p.m., Boston time, on the same day for which such Agent Advance is requested). Agent Advances (together with all other Credit Extensions) may not at any time cause the Borrower to be in violation of the provisions of Section 2.10(a) hereof. Agent Advances shall be subject to periodic settlement with the Lenders under subsection (d) below. (i) The amount of each Lender's Commitment Percentage of outstanding Loans (including Agent Advances) shall be computed weekly (or more frequently in the Administrative Agent's discretion) and shall be adjusted upward or downward based on all Loans (including Agent Advances) and repayments of Loans (including Agent Advances) received by the Administrative Agent as of 3:00 p.m., Boston time, on the first Business Day following the end of the period specified by the Administrative Agent (such date, the "Settlement Date").

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Caldor Corp)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.8, Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section, provided that all ~~Loans~~ loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each ~~Lender~~ Bank may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such ~~Lender~~ Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of ~~this Agreement~~the applicable Note. Each ~~Lender~~ Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the ~~Borrowers~~ Borrower pursuant to ~~Sections 2.15 or 2.18~~Section 2.14. Subject to the other provisions of this Section and the provisions of Section ~~2.12~~2.11, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ~~ten~~ five (105) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior ~~written, telex, facsimile or telephonic (confirmed promptly in writing)~~ notice of each Borrowing hereunder of at least three ~~(3)~~ Business Days for Eurodollar Loans and one ~~(1)~~ Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 ~~or any integral multiple~~ in the case of Eurodollar Loans and $~~5,000,000~~ 1,000,000 in ~~excess thereof~~the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the ~~Administrative~~ Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be ~~made~~made except as provided in the last sentence of this Section 2.5(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The ~~Administrative~~ Agent shall promptly notify each ~~Lender~~ Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each ~~Lender~~ Bank shall make its share of the Borrowing available at the office of the ~~Administrative~~ Agent at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the ~~Lenders~~ Banks to fund any borrowing ~~122~~ hereunder, the ~~Administrative~~ Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $10,000,000 or less, the Banks shall make such Borrowings available to the Borrower by 4:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 12:00 noon, New York City time.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Marvel Entertainment Group Inc)

Making of Loans. (a1) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each ~~Lender~~ Bank may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such ~~Lender~~ Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of this Agreement. Each ~~Lender~~ Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the ~~Borrowers~~ Borrower pursuant to ~~Sections 2.15 or 2.18~~Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ~~ten~~ seven (107) Borrowings of Eurodollar Loans may be outstanding at any time. (b2) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior ~~written, telex, facsimile or telephonic (confirmed promptly in writing)~~ notice of each Borrowing hereunder of at least three ~~(3)~~ Business Days for Eurodollar Loans and one ~~(1)~~ Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 ~~or any integral multiple~~ in the case of Eurodollar Loans and $~~5,000,000~~ 1,000,000 in ~~excess thereof~~the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the ~~Administrative~~ Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be ~~made~~made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The ~~Administrative~~ Agent shall promptly notify each ~~Lender~~ Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest 19 Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each ~~Lender~~ Bank shall make its share of the Borrowing available at the office of the ~~Administrative~~ Agent at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the ~~Lenders~~ Banks to fund any borrowing ~~122~~ hereunder, the ~~Administrative~~ Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $10,000,000 or less, the Banks shall make such Borrowings available to the Borrower by 4:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 12:00 noon, New York City time.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Brunos Inc)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.08, Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. ~~Each Lender~~ Subject to Section 2.20 of this Agreement, each Bank may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such ~~Lender~~ Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of ~~this Agreement~~the applicable Note. Each ~~Lender~~ Bank shall, subject to its overall policy considerations, use reasonable efforts ~~(but shall not be obligated)~~ to select a lending office which will not result in the payment of increased costs by the ~~Borrowers~~ Borrower pursuant to ~~Sections 2.15 or 2.18~~Section 2.12. Subject to the other provisions of this Section and the provisions of Section ~~2.12~~2.09, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten ~~(10)~~ Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior ~~written, telex, facsimile or telephonic (confirmed promptly in writing)~~ notice of each Borrowing hereunder of by no later than 11:00 a.m. Chicago time (i) at least three ~~(3)~~ Business Days ~~for~~ before the date the Borrower requests the Banks to advance a Borrowing of Eurodollar Loans and ~~one~~ (1ii) ~~Business Day for~~ on the date the Borrower requests the Banks to advance a Borrowing of ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $~~5,000,000 or any integral multiple~~ 10,000,000 in the case of Eurodollar Loans and $~~5,000,000~~ 1,000,000 in ~~excess thereof~~the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans and, if Eurodollar Loans, the Interest Period with respect thereto. If no election of Interest Period is specified in any such notice requesting a Eurodollar Loan, such notice shall be deemed a request for an Interest Period of one month. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. ~~The Administrative~~ Subject to Section 2.20 of this Agreement, the Agent shall promptly notify each ~~Lender~~ Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing ~~or Loans~~ being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. ~~Notwithstanding the foregoing~~Subject to Section 2.20 of this Agreement, ~~the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000~~ on ~~the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On~~ the borrowing date specified in such notice, each ~~Lender~~ Bank shall make its share of the Borrowing available at the office of the ~~Administrative~~ Agent at ~~000 Xxxx Xxxxxx~~0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Loan Operations (the "Payment Office"), no later than ~~12:00 noon~~11:00 a.m., ~~New York City~~ Chicago time, in immediately available funds. ~~Upon~~ Subject to Section 2.20 of this Agreement, upon receipt of the funds made available by the ~~Lenders~~ Banks to fund any ~~borrowing 122~~ Borrowing hereunder, the ~~Administrative~~ Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. Chicago time.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Carson Pirie Scott & Co /Il/)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.13, Term Loans and Revolving Credit Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this ~~Section,~~ Section 2.03; provided that all Term Loans made pursuant to the same Term Borrowing and all Revolving Credit Loans made pursuant to the same Revolving Credit Borrowing shall, unless otherwise specifically provided herein, be Term Loans or Revolving Credit Loans, as applicable, of the same Type. Each Lender may fulfill its Commitment of any Class with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the ~~Borrowers~~ Borrower pursuant to Sections ~~2.15~~ 2.18 or ~~2.18~~2.21. ~~Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of~~ No more than ~~one Type may be incurred at the same time, provided that no more than ten~~ fifteen (1015) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent prior written, telex, facsimile or telephonic (confirmed promptly in writing) notice of each Term Borrowing and Revolving Credit Borrowing hereunder (other than an R/C Refunding Borrowing) of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans~~; such~~ . Such notice shall be irrevocable and shall (i) specify the Class of the proposed Borrowing, (ii) specify the amount of the proposed Borrowing (which shall ~~not~~ be ~~less than~~ (x) $~~5,000,000~~ 878,000,000, in the case of the Term Borrowing on the Closing Date, (y) in a minimum amount of $25,000,000, in the case of a Term Borrowing, or ~~any~~ $5,000,000, in the case of a Revolving Credit Borrowing and (z) in an amount which is integral multiple of $~~5,000,000 in excess thereof~~1,000,000), (iii) ~~and~~ specify the date ~~thereof~~ of the proposed Borrowing (which date (x) shall be a Business Day, (y) in the case of the initial Term Borrowing, shall be the Closing Date and (z) in the case of any other Term Borrowing, shall be January 2, 2008 or thereafter), and (iv) contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for a Borrowing of ABR Loans. Each Term Borrowing shall be allocated first, to Tranche C Term Loans to the extent of the Total Tranche C Commitment and second, to Tranche B Term Loans to the extent of the Total Tranche B Commitment. Each Borrowing of any Class shall be made ratably from the Lenders of such Class in accordance with their respective Commitments of such Class. The Administrative Agent shall promptly notify each Lender of the relevant Class of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing ~~or Loans~~ being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the ~~borrowing~~ Borrowing date specified in such notice, each Lender of the relevant Class shall make its share of the Borrowing available at the office of the Administrative Agent at ~~000 Xxxx Xxxxxx~~Penn’s Way, ~~Xxx Xxxx~~New Castle, ~~Xxx Xxxx 00000~~Delaware 19720, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of ~~borrowing~~ Borrowing delivered by the ~~Borrowers~~Borrower, subject to Section 2.04(b)(i).

Appears in 1 contract

Samples: Term Loan and Revolving Credit Agreement (Federal-Mogul Corp)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate --------------- Base Rate Loan or a Eurodollar ~~Loans~~ Loan, as the ~~Borrowers~~ Borrower may ~~request~~ request, subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time2.3. (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent at least three Business Days' prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of Eurodollar Loans, and at least ~~three~~ one Business Day's prior written, facsimile or telephonic (3promptly confirmed in writing) ~~Business Days for Eurodollar Loans and one (1) Business Day for ABR~~ notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~2:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such Loan is to be made, the aggregate principal amount of the requested Borrowing, the Qualifying Picture with respect to which such Borrowing is to be made. ~~Such~~ Each such notice shall be irrevocable and shall specify whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the ~~Type~~ type of Loan, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than ten separate Eurodollar Loans would be outstanding hereunder with respect to each Lender (determined in accordance with Section 2.8(c) hereof). (c) The Administrative Agent shall promptly notify each Lender of its proportionate share of ~~such Borrowing~~each Borrowing under this Section 2.2, the date of such Borrowing, the ~~Type~~ type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~The Chase Manhattan Bank, Loan and Agency Services Group, One Chase Xxxxxxxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, ~~Xxx Xxxx~~ XX 00000, Attention: Ganush Xxxxxxx, for credit to the Chase Clearing Account no later than ~~12:00 noon,~~ 1:00 p.m. New York City ~~time,~~ time in Federal or other immediately available funds; provided, however, that there -------- ------- shall be no such requirement with respect to that portion of any Loan made by a Lender which is borrowed for the purpose of paying interest owing to such Lender hereunder, in which case each such Lender upon notice from the Administrative Agent shall directly credit the amount of such Loan against the amount of such interest obligation. Upon receipt of the funds to be made available by the Lenders to fund (i) any Borrowing in relation to Negative Cost Loans hereunder, the Administrative Agent shall disburse such funds by depositing the requested amounts into the account of the Borrower specified in the Borrowing Certificate and/or in the account of the person from whom the Borrower is then acquiring the relevant Declared Qualifying Picture and (ii) in the case of funds made available by the Lenders to fund any ~~borrowing 122 hereunder~~Borrowing in relation to Domestic Distribution Loans, the Administrative Agent shall disburse such funds by depositing the requested amounts into the account of the Sponsor. (d) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to fund such Eurodollar Loans, provided that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof. Subject to the other provisions of this Section 2.2, Loans of more than one interest rate type may be outstanding at the same time. (e) Each Loan requested hereunder on any date shall be made by each Lender in accordance with its respective Percentage. (f) On the date requested by the Borrower for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each of the Lenders, the amount of the Loan to be made by it in accordance with its Percentage hereunder. Each of the Lenders hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each of the Lenders agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, such Lender shall pay interest to the Administrative Agent equal to the Administrative Agent's cost of obtaining overnight funds in the ~~manner specified~~ New York Federal Funds Market for the three Business Days following the time when the Lender fails to make the required reimbursement, and thereafter at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin for Alternate Base Rate Loans. If and to the extent that any such reimbursement shall not have been made to the Administrative Agent, the Borrower agrees to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at the Alternate Base Rate plus the effective rate for the applicable Loan. (g) The amount of any Borrowing of new funds shall be in an aggregate principal amount of $500,000 (or such lesser amount as shall equal (i) the ~~notice~~ available but unused portion of ~~borrowing delivered by~~ the ~~Borrowers~~Commitments, (ii) the amount of any Loan made to pay interest and fees hereunder or (iii) remaining amount that may be borrowed as a Negative Cost Loan or a Domestic Distribution Loan for a Qualifying Picture) or such greater amount which is an integral multiple of $100,000.

Appears in 1 contract

Samples: Credit and Security Agreement (Artisan Entertainment Inc)

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. ~~Each~~ Subject to Section 2.18, DIP Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such DIP Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ~~ten~~ five (105) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior ~~written, telex, facsimile or telephonic (confirmed promptly in writing)~~ notice of each Borrowing hereunder of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $~~5,000,000~~ 1,000,000 or ~~any~~ an integral multiple of $~~5,000,000~~ 500,000 in excess ~~thereof~~thereof in the case of Eurodollar Loans and not less than $500,000 or an integral multiple of $100,000 in excess thereof in the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the ~~Administrative~~ Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be ~~made~~made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The ~~Administrative~~ Agent shall promptly notify each DIP Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each DIP Lender shall make its share of the Borrowing available at the office of the ~~Administrative Agent at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000~~Agent, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the DIP Lenders to fund any borrowing ~~122~~ hereunder, the ~~Administrative~~ Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrower.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Lodgian Inc)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or a Eurodollar ~~Loans~~ Loan as the ~~Borrowers~~ Borrower may request subject to to, and in accordance ~~with this Section~~with, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time2.3. (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent at least ten Business Days' prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of Eurodollar Loans, and at least ~~three~~ eight Business Days' prior written, facsimile or telephonic (3promptly confirmed in writing) ~~Business Days for Eurodollar Loans and one (1) Business Day for ABR~~ notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~1:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such ~~Borrowing~~ Loan is to be made~~. Such notice shall specify~~ , the amount of the requested Borrowing, whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. Each such notice shall be irrevocable. If no election of an Interest Period is specified in any such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the ~~Type~~ type of Loan, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than four (4) separate Eurodollar Loans would be outstanding hereunder with respect to a Lender (as determined in accordance with Section 2.9(c) hereof). The Lenders shall not be required to make Construction Loans hereunder more often than twice each calendar month. The Borrower hereby agrees that for each Interest Rate Protection Agreement entered into by the Borrower (whether in order to comply with the provisions of Section 5.17 hereof or otherwise), it will use its best efforts to maintain one or more Eurodollar Loans in an aggregate principal amount equal to the notional amount of such Interest Rate Protection Agreement which Eurodollar Loans shall have Interest Periods which correspond to the payment dates set forth in such Interest Rate Protection Agreement. (c) The Borrower shall not request any Construction Loan hereunder in an amount greater than the amount of Project Costs incurred and then due and payable or if such Loan is to fund the working capital item included in the Construction Budget, greater than $1,000,000; provided, however, that the Borrower may request a Construction Loan on the Business Day immediately preceding the Construction Commitment Termination Date in a principal amount (i) equal to or less than the amount of Project Costs incurred but not yet due and payable and (ii) which when added to the aggregate principal amount of all Construction Loans then outstanding, does not exceed the aggregate Construction Commitments (any such loan shall be referred to herein as the "Final Construction Loan"). At any time on or prior to the Specified Date, the Borrower shall not request any Construction Loan in an amount which would cause the amount of outstanding Obligations to exceed the Specified Amount. (d) The Administrative Agent shall promptly (but in no event later than two (2) days prior to the date of any proposed Borrowing which is to consist of Eurodollar Loans), notify each Lender (by telecopier) of its proportionate share of ~~such Borrowing~~each Borrowing under this Section 2.3, the date of such Borrowing, the ~~Type~~ type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~Credit Lyonnais New York Branch, ~~Xxx Xxxx~~ABA #026-008073, ~~Xxx Xxxx 00000~~Attention: Loan Servicing Department, for credit to Holdover Account No. 01-88179-2145-00 (Reference: Alaska United), no later than ~~12:00 noon,~~ 1:00 p.m. New York City ~~time,~~ time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Lenders to fund any ~~borrowing 122 hereunder~~Construction Loan hereunder to pay Project Costs (other than Bank Charges), the Administrative Agent shall disburse such funds by depositing the proceeds of such Loans directly into the Construction Account provided, however, that with respect to the Final Construction Loan, the Administrative Agent shall disburse the applicable funds by depositing the proceeds of such Loan into a segregated account under the sole dominion and control of the Administrative Agent and upon receipt by the Administrative Agent of a written request from the Borrower, the Administrative Agent shall arrange for the deposit of such funds into the Construction Account (provided such request is accompanied by an Engineer's Certificate) or shall apply such funds to the repayment of the outstanding principal amount of the Loans in accordance with the terms hereof. With regard to any Borrowing (or portion thereof) to pay Bank Charges, the Administrative Agent shall disburse such funds to the Lenders in payment of the Bank Charges in respect of which such Borrowing is being made. (e) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to make such Eurodollar Loans, provided that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof and the relevant Note. Subject to the other provisions of this Section 2.3, Section 2.8(b) and Section 2.13, Loans of more than one interest rate type may be outstanding at the same time. (f) Each Loan requested hereunder on any date shall be made by each Lender in accordance with its respective Percentage. (g) On the date requested by the Borrower for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each of the Lenders, the amount of the Loan to be made by such Lender in accordance with its Percentage hereunder. Each of the Lenders hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each of the Lenders agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, such Lender shall pay interest to the Administrative Agent equal to the Administrative Agent's cost of obtaining overnight funds in the ~~manner specified~~ New York Federal Funds Market. If and to the extent that any such reimbursement shall not have been made to the Administrative Agent, the Borrower agrees to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at the Alternate Base Rate plus the Applicable Margin for Alternate Base Rate Loans. (h) The amount of any Borrowing of new funds shall be in an aggregate principal amount of at least $1,000,000 (or if applicable, such lesser amount as shall equal the ~~notice~~ available but unused portion of ~~borrowing delivered by~~ the ~~Borrowers~~Construction Commitments). (i) Notwithstanding the provisions of clause (b) above and/or the absence of a request from the Borrower that the Lenders make a Loan, at any time prior to the Completion Date, the Required Lenders may direct the Lenders to make Loans and apply the proceeds thereof as follows: (i) if Holdings shall have taken over construction or operation of the Project pursuant to the Completion Guaranty, the Lenders may make Loans for the account of the Borrower with respect to the construction of the Project and pay the proceeds thereof directly to Holdings, as the completion guarantor to be used to finance the construction and achievement of Completion of the Project pursuant to the terms of the Completion Guaranty; and (ii) if an Event of Default shall have occurred and be continuing, the Lenders may make Loans for the account of the Borrower and pay the proceeds thereof directly to Holdings, as the completion guarantor or to Persons providing services in connection with the construction of the Project so as to ensure Completion of the Project.

Appears in 1 contract

Samples: Credit and Security Agreement (General Communication Inc)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or ~~Eurodollar Loans~~ a LIBOR Loan, as the ~~Borrowers~~ Borrower may ~~request~~ request, subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time2.2. (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent at least three (3) Business Days’ prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of LIBOR Loans, and at least ~~three (3) Business Days for Eurodollar Loans and~~ one (1) Business ~~Day for ABR~~ Day’s prior written, facsimile or telephonic (promptly confirmed in writing) notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such written or facsimile notice or written confirmation under this Section 2.2(b) shall be ~~irrevocable and shall specify~~ in the ~~amount~~ form of ~~the proposed~~ a Borrowing ~~(which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ Notice. Each Borrowing Notice in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~2:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such Borrowing is to be ~~made~~made and the aggregate principal amount of the requested Borrowing. ~~Such notice~~ Each such Borrowing Notice shall be irrevocable and shall specify whether the Borrowing then being requested is to consist of Alternate Base Rate Loans or LIBOR Loans and in the case of a Borrowing consisting of LIBOR Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such Borrowing Notice in the case of a Borrowing consisting of LIBOR Loans, such notice shall be deemed to be a ~~Borrowing~~ request for an Interest Period of ~~ABR Loans or Eurodollar Loans~~one (1) month. If no election is made as to the Type of Loan, such ~~notice~~ Borrowing Notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of LIBOR Loans if after giving effect thereto an aggregate of more than twelve (12) separate LIBOR Loans would be outstanding hereunder with respect to each Lender (determined in accordance with Section 2.8(c)). In the event a Default or an Event of Default shall have occurred and be continuing, unless the Required Lenders otherwise consent, the Borrower may not elect to have any new Borrowings be treated as LIBOR Loans. (c) The Administrative Agent shall promptly notify each Lender of its ~~proportionate share~~ Pro Rata Share of ~~such Borrowing~~each Borrowing under this Section 2.2, the date of such Borrowing, the Type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its ~~share~~ Pro Rata Share of the Borrowing available at the ~~office of~~ Funding Office for credit to the ~~Administrative Agent at 000 Xxxx Xxxxxx~~JPMorgan Clearing Account (with a specific reference to “STX Financing, ~~Xxx Xxxx, Xxx Xxxx 00000,~~ LLC ”) no later than ~~12:00 noon~~2:00 p.m., New York City time, in Federal or other immediately available ~~funds~~funds solely by wire transfer. ~~Upon~~ Except in the case of the provisions of this Credit Agreement covering the reimbursement of the Letters of Credit, upon receipt of the funds to be made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in by depositing the ~~manner~~ requested amounts into the account specified in the ~~notice~~ applicable Borrowing Notice. (d) Each Lender may, at its option, fulfill its obligation to make LIBOR Loans by causing a foreign branch or Affiliate of ~~borrowing delivered~~ such Lender to fund such LIBOR Loans; provided, that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof or increase the costs to the Borrower payable hereunder in respect of LIBOR Loans. Subject to the other provisions of this Section 2.2 and the provisions of Section 2.8, Loans of more than one Type may be outstanding at the same time. (e) Each Loan requested hereunder on any date shall be made as part of a Borrowing consisting of Loans of the same Type made by the ~~Borrowers~~Lenders ratably in accordance with their respective Percentages. (f) On the date requested by the Borrower for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each Lender, the amount of the Loan to be made by such Lender in accordance with its Percentage hereunder. Each Lender hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each Lender agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, then such Lender shall pay interest to the Administrative Agent on the unreimbursed amount at a rate per annum equal to the rate of interest on Alternate Base Rate Loans. If and to the extent that any such reimbursement shall not have been made by any such Lender to the Administrative Agent, the Borrower agrees to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrower to (but excluding) the date such amount is repaid to the Administrative Agent at the rate of interest on Alternate Base Rate Loans. (g) The amount of any Borrowing consisting of new Loans shall be in an aggregate principal amount of at least $100,000 (or such lesser amount as shall equal (i) the available but unused portion of the Commitments, (ii) the amount of available Borrowing Base then in effect or (iii) the amount of any Borrowing required to fund drawings under a Letter of Credit), or such greater amount which is an integral multiple of $50,000. (h) Notwithstanding the provisions of Section 2.2(b) above and/or the absence of a request from the Borrower that the Lenders make a Loan, the Administrative Agent may direct the Lenders to make Loans in accordance with Section 12.1(b)(xi) with respect to any Item of Product for which Loans have been made hereunder so as to ensure Completion of such Item of Product and/or the collection of accounts receivable.

Appears in 1 contract

Samples: Credit Agreement (Eros International PLC)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate --------------- Base Rate Loan or a Eurodollar ~~Loans~~ Loan, as the ~~Borrowers~~ Borrower may ~~request~~ request, subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time2.3. (b) The ~~Borrowers~~ Borrower hereby requests that subject to the satisfaction of all applicable conditions hereof, the Lenders make the Term Loan and the Revolving Credit Loans on the Closing Date in the principal amount set forth on the initial Borrowing Certificate. (c) The Borrower shall give the Administrative Agent at least three Business Days' prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of Eurodollar Loans, and at least ~~three~~ one Business Day's prior written, facsimile or telephonic (3promptly confirmed in writing) ~~Business Days for Eurodollar Loans and one (1) Business Day for ABR~~ notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~2:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such ~~Borrowing~~ Loan is to be made, the aggregate principal amount of the requested Loan, and, if applicable, the portion of the Loan being made under a Special Production Tranche. ~~Such~~ Each such notice shall be irrevocable and shall specify whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the ~~Type~~ type of Loan, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than 12 separate Eurodollar Loans would be outstanding hereunder with respect to each Lender (determined in accordance with Section 2.9(c) hereof). (d) The Administrative Agent shall promptly notify each Lender of its proportionate share of ~~such Borrowing~~each Borrowing under this Section 2.3, the date of such Borrowing, the ~~Type~~ type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~The Chase Manhattan Bank, Loan and Agency Services Group, One Chase Xxxxxxxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, ~~Xxx Xxxx~~ XX 00000, Attention: Xxxxxx Xxxxxxx, for credit to the Chase Clearing Account no later than ~~12:00 noon,~~ 1:00 p.m. New York City ~~time,~~ time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds by depositing the requested amounts into an account maintained with the Administrative Agent by the Borrower provided, -------- however, that if the Borrowing Certificate for any particular Borrowing ------- indicates that it is to be used to fund the production of a Designated Picture, then the Administrative Agent shall deposit the proceeds of such Loan directly into the Production Account for such Designated Picture. (e) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to fund such Eurodollar Loans, provided that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof. Subject to the other provisions of this Section 2.3, Loans of more than one interest rate type may be outstanding at the same time. (f) Each Loan requested hereunder on any date shall be made by each Lender in accordance with its respective Percentage. (g) On the date requested by the Borrower for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each of the Lenders, the amount of the Loan to be made by it in accordance with its Percentage hereunder. Each of the Lenders hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each of the Lenders agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, such Lender shall pay interest to the Administrative Agent equal to the Administrative Agent's cost of obtaining overnight funds in the ~~manner specified~~ New York Federal Funds Market for the three Business Days following the time when the Lender fails to make the required reimbursement, and thereafter at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin for Alternate Base Rate Loans. If and to the extent that any such reimbursement shall not have been made to the Administrative Agent, the Borrower agrees to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at the Alternate Base Rate plus the effective rate for the applicable Loan. (h) The amount of any Borrowing of new funds shall be in an aggregate principal amount of $500,000 (or such lesser amount as shall equal the available but unused portion of the Commitments) or such greater amount which is an integral multiple of $100,000. (i) Notwithstanding the provisions of clause (c) above and/or the absence of a request from the Borrower that the Lenders make a Loan, the Required Lenders may direct the Lenders to make Loans and apply the proceeds thereof as follows: (i) if the Approved Completion Guarantor for any item of Product being produced by the Borrower or for which receivables are included in the ~~notice~~ Borrowing Base shall take over production of ~~borrowing delivered~~ such item of Product pursuant to the Completion Guarantee with respect to such item of Product, to make Loans up to the Strike Price with respect to the production of such item of Product and pay the proceeds thereof directly to the Approved Completion Guarantor to be used to finance the production and delivery of such item of Product pursuant to the terms of the Completion Guarantee; and (ii) if an Event of Default shall have occurred and be continuing, to make Loans with respect to any item of Product being produced by the ~~Borrowers~~Borrower or for which receivables are included in the Borrowing Base and pay the proceeds thereof directly to Persons providing services in connection with the production, delivery and distribution of such Product so as to ensure Completion of such item of Product and/or the collection of Eligible Receivables.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Artisan Entertainment Inc)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or a Eurodollar ~~Loans~~ Loan as the ~~Borrowers~~ Borrower may request subject to to, and in accordance ~~with this Section~~with, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section ~~and the provisions of Section 2.12~~2.3; provided, ~~Borrowings of Loans of more than one Type may~~ that each Swingline Loan shall be ~~incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time~~an Alternate Base Rate Loan. (b) The ~~Borrowers~~ Borrower shall give the Administrative Agent at least three Business Days' prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of Eurodollar Loans, and at least ~~three~~ one Business Day's prior written, facsimile or telephonic (3promptly confirmed in writing) ~~Business Days for Eurodollar Loans and one (1) Business Day for ABR~~ notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~1:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such ~~Borrowing~~ Loan is to be made~~. Such notice shall specify~~ , the amount of the requested Borrowing, whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. Each such notice shall be irrevocable. If no election of an Interest Period is specified in any such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the ~~Type~~ type of Loan, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than six (6) separate Eurodollar Loans would be outstanding hereunder with respect to a Lender (as determined in accordance with Section 2.9(c) hereof). (c) The Administrative Agent shall promptly (but in no event later than two (2) days prior to the date of any proposed Borrowing which is to consist of Eurodollar Loans), notify each Lender (by telecopier) of its proportionate share of ~~such Borrowing~~each Borrowing under this Section 2.3, the date of such Borrowing, the ~~Type~~ type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~Credit Lyonnais New York Branch, ~~Xxx Xxxx~~ABA #026-008073, ~~Xxx Xxxx 00000~~Attention: Loan Servicing Department, Account No. 0188179214500, Attention: John Chianchiano (Xxxxxxxxx: XXX Xoldings, Inc.) (provided, however, that Swingline Loans shall be made as provided in Section 2.17 hereof), no later than ~~12:00 noon,~~ 1:00 p.m. New York City ~~time,~~ time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Lenders to fund any ~~borrowing 122~~ Loan hereunder, the Administrative Agent shall disburse such funds by depositing the proceeds of such Loans directly into an account of the Borrower maintained with the Administrative Agent or in such other manner as the Borrower may direct; provided, that Loans made to finance the reimbursement of an obligation under a Letter of Credit as provided in Section 2.18(f) hereof shall be remitted by the Administrative Agent to the Issuing Bank. (d) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to make such Eurodollar Loans, provided, that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof and the relevant Note. Subject to the other provisions of this Section 2.3, Section 2.8(b) and Section 2.13 hereof, Loans of more than one interest rate type may be outstanding at the same time. (e) Each Loan requested hereunder on any date shall be made by each Lender ratably in accordance with their respective portions of the relevant Commitments. (f) On the date requested by the Borrower for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each of the Lenders, the amount of the Loan to be made by such Lender. Each of the Lenders hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each of the Lenders agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, such Lender shall pay interest to the Administrative Agent equal to the Administrative Agent's cost of obtaining overnight funds in the ~~manner specified~~ New York Federal Funds Market. If and to the extent that any such reimbursement shall not have been made to the Administrative Agent, the Borrower agrees to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at the rate applicable to such Loan. (g) The aggregate amount of any Borrowing of a Loan consisting of a Eurodollar Loan shall be in a minimum aggregate principal amount of $3,000,000 or such greater amount which is an integral multiple of $500,000. The aggregate amount of any Borrowing of a Loan consisting of an Alternate Base Rate Loan (other than any Swingline Loan) shall be in a minimum aggregate principal amount of $1,000,000 or such greater amount which is an integral multiple of $100,000 (or such lesser amount as shall equal the ~~notice~~ available but unused portion of ~~borrowing delivered~~ the Revolving Commitments), or such amount that is required to finance the reimbursement of an obligation under a Letter of Credit as contemplated by ~~the Borrowers~~Section 2.18(f) hereof. The aggregate amount of any Borrowing of a Loan consisting of a Swingline Loan shall be in a minimum aggregate principal amount of $250,000 or such greater amount which is an integral multiple of $50,000.

Appears in 1 contract

Samples: Credit, Guaranty, Security and Pledge Agreement (Gci Inc)

Making of Loans. (a) Except as contemplated by Section 2.11, Loans shall be either ABR Loans or Eurodollar Loans as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each ~~Lender~~ Bank may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such ~~Lender~~ Bank to make such Loan; provided that any such use of a lending office shall not affect the obligation of the ~~Borrowers~~ Borrower to repay such Loan in accordance with the terms of this Agreement. Each ~~Lender~~ Bank shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the ~~Borrowers~~ Borrower pursuant to ~~Sections 2.15 or 2.18~~Section 2.15. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ~~ten~~ seven (107) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior ~~written, telex, facsimile or telephonic (confirmed promptly in writing)~~ notice of each Borrowing hereunder of at least three ~~(3)~~ Business Days for Eurodollar Loans and one ~~(1)~~ Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 ~~or any integral multiple~~ in the case of Eurodollar Loans and $~~5,000,000~~ 1,000,000 in ~~excess thereof~~the case of ABR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the ~~Administrative~~ Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be ~~made~~made except as provided in the last sentence of this Section 2.06(b). Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ABR Loans or Eurodollar Loans. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The ~~Administrative~~ Agent shall promptly notify each ~~Lender~~ Bank of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each ~~Lender~~ Bank shall make its share of the Borrowing available at the office of the ~~Administrative~~ Agent at ~~000 Xxxx Xxxxxx~~270 Park Avenue, ~~Xxx Xxxx~~New York, ~~Xxx Xxxx 00000~~New York 10017, no later than 12:00 ~~noon~~noox, ~~New York City time~~Xxx Xxxx Xxxx xxxx, ~~in immediately available~~ xx xxxxxxxxxxx xxxilable funds. Upon receipt of the funds made available by the ~~Lenders~~ Banks to fund any borrowing ~~122~~ hereunder, the ~~Administrative~~ Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrower and shall use reasonable efforts to make the funds so received from the Banks available to the Borrower no later than 2:00 p.m. New York City time (other than as provided in the following sentence). With respect to ABR Loans of $10,000,000 or less, the Banks shall make such Borrowings available to the Borrower by 4:00 p.m., New York City time, on the same Business Day that the Borrower gives notice to the Agent of such Borrowing by 12:00 noon, New York City time.

Appears in 1 contract

Samples: Revolving Credit and Guaranty Agreement (Brunos Inc)

Making of Loans. (a) Except as ~~contemplated by~~ set forth in Section ~~2.11~~2.16 and Section 2.24, Loans (other than Swingline Loans) by the Lenders shall be either ~~ABR~~ Base Rate Loans or ~~Eurodollar~~ LIBOR Loans as the ~~Borrowers~~ relevant Borrower may request subject to and in accordance with this ~~Section~~Section 2.3, ~~provided~~ provided, that all Swingline Loans shall be only Base Rate Loans. All Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any ~~Eurodollar Loan or ABR~~ Loan by causing any lending office of such Lender to make such Loan; ~~provided that~~ but any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of ~~this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in~~ the ~~payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18~~applicable Note. Subject to the other provisions of this Section 2.3 and the provisions of Section ~~2.12~~2.24, Borrowings of Loans of more than one Type may be incurred at the same time, ~~provided that~~ but no more than ten (10) Borrowings of ~~Eurodollar~~ LIBOR Loans may be outstanding at any time. (b) The Borrowers requesting a Borrowing shall give the Administrative Agent ~~prior written, telex, facsimile or~~ telephonic notice (thereafter confirmed ~~promptly~~ in writing) ~~notice~~ of each Borrowing ~~hereunder~~ of ~~at least three~~ (3i) ~~Business Days for Eurodollar~~ LIBOR Loans ~~and one (1)~~ not later than 12:00 p.m., Boston time, on the third Business Day ~~for ABR Loans;~~ prior to the date on which such Borrowing is to be made and (ii) Base Rate Loans not later than 12:00 p.m., Boston time, on the Business Day on which such Borrowing is to be made. Such notice shall be irrevocable and binding on each of the Borrowers and shall specify the amount of the proposed Borrowing (which shall be in an integral multiple of $1,000,000, but not be less than $5,000,000 ~~or any integral multiple~~ in the case of ~~$5,000,000 in excess thereof~~LIBOR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ~~ABR~~ Base Rate Loans or ~~Eurodollar~~ LIBOR Loans and, if LIBOR Loans, the Interest Period with respect thereto. If no election of Interest Period is specified in any such notice for a Borrowing of LIBOR Loans, such notice shall be deemed a request for an Interest Period of one month. If no election is made as to the Type of Loan, such notice shall be deemed a request for a Borrowing of ~~ABR~~ Base Rate Loans. The Administrative Agent shall promptly notify each Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing ~~or Loans~~ being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the office of the Administrative Agent at ~~000 Xxxx Xxxxxx~~100 Federal Street, ~~Xxx Xxxx~~Boston, ~~Xxx Xxxx 00000~~Massachusetts 02110, no not later than ~~12:00 noon~~4:00 x.x., ~~New York City time~~Xxxxxx xxxx, xx xxxxxxxxxxx xxxxxxxxx xunds. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing of LIBOR Loans and no less than one (1) hour prior to the proposed Borrowing of Base Rate Loans that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section and may, in ~~immediately~~ reliance upon such assumption, make available ~~funds~~to the Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrowers severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrowers to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrowers, the interest rate applicable to Base Rate Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender's Loan included in such Borrowing. Upon receipt of the funds made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrowers and shall use reasonable efforts to make the funds so received from the Lenders available to the Borrowers not later than 4:00 p.m., Boston time.

Appears in 1 contract

Samples: Credit Agreement (Zale Corp)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or ~~Eurodollar Loans~~ a LIBOR Loan, as the ~~Borrowers~~ Borrower may ~~request~~ request, subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time2.2. (b) The ~~Borrowers~~ Borrower hereby requests that, subject to the satisfaction of all applicable conditions hereof, the Lenders make the Loans on the Closing Date in the principal amount set forth on the initial Borrowing Certificate. (c) The Borrower shall give the Administrative Agent at least three Business Days’ prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of each Borrowing ~~hereunder~~ which is to consist of LIBOR Loans, and at least ~~three~~ one Business Day’s prior written, facsimile or telephonic (3promptly confirmed in writing) ~~Business Days for Eurodollar Loans and one (1) Business Day for ABR~~ notice of each Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000~~ in ~~excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice,~~ order to be ~~effective,~~ effective must be received by the Administrative Agent not later than ~~12:00 noon~~2:00 p.m., New York City time, on the ~~third Business Day in the case of Eurodollar Loans~~ day required and ~~the first Business Day in the case of ABR Loans, preceding~~ shall specify the date (which shall be a Business Day) on which such Borrowing is to be ~~made~~made and the aggregate principal amount of the requested Borrowings. ~~Such~~ Each such notice shall be irrevocable and shall specify whether the Borrowing then being requested is to consist of Alternate Base Rate Loans or LIBOR Loans and in the case of LIBOR Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such notice in the case of a Borrowing consisting of LIBOR Loans, such notice shall be deemed to be a ~~Borrowing~~ request for an Interest Period of ~~ABR Loans or Eurodollar Loans~~one month. If no election is made as to the ~~Type~~ type of Loan, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of LIBOR Loans if after giving effect thereto an aggregate of more than six separate LIBOR Loans would be outstanding hereunder with respect to each Lender (determined in accordance with Section 2.8(c) hereof). (d) The Administrative Agent shall promptly notify each Lender of its proportionate share of ~~such Borrowing~~each Borrowing under this Section 2.2, the date of such Borrowing, the Type of ~~Borrowing or~~ Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx~~ JPMorgan Chase Bank, N.A., Loan and Agency Services Group, 0000 Xxxxxx, ~~Xxx Xxxx~~10th Floor, ~~Xxx Xxxx 00000~~Houston, Texas 77002, Attention: Xxxxx Xxxxxxx, for credit to the JPMorgan Clearing Account no later than ~~12:00 noon,~~ 1:00 p.m. New York City ~~time,~~ time in Federal or other immediately available funds. Upon receipt of the funds to be made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds by depositing the requested amounts into an account maintained with the Administrative Agent by the Borrower. (e) Each Lender may at its option fulfill its obligation to make LIBOR Loans by causing a foreign branch or affiliate to fund such LIBOR Loans; provided, that any exercise of such option shall not affect the obligation of the Borrower to repay Loans in accordance with the terms hereof or increase the costs to the Borrower payable hereunder in respect of LIBOR Loans. Subject to the other provisions of this Section 2.2, Loans of more than one Type may be outstanding at the same time. (f) Each Loan requested hereunder on any date shall be made by each Lender in accordance with its respective Percentage. (g) On the date requested by the Borrower for the funding of each Loan, the Administrative Agent shall be authorized (but not obligated) to advance, for the account of each of the Lenders, the amount of the Loan to be made by it in accordance with its Percentage hereunder. Each of the Lenders hereby authorizes and requests the Administrative Agent to advance for its account, pursuant to the terms hereof, the amount of the Loan to be made by it, and each of the Lenders agrees forthwith to reimburse the Administrative Agent in immediately available funds for the amount so advanced on its behalf by the Administrative Agent. If any such reimbursement is not made in immediately available funds on the same day on which the Administrative Agent shall have made any such amount available on behalf of any Lender, such Lender shall pay interest to the Administrative Agent equal to the Administrative Agent’s cost of obtaining overnight funds in the ~~manner specified~~ New York Federal Funds Market for the three Business Days following the time when the Lender fails to make the required reimbursement, and thereafter at a rate per annum equal to the Alternate Base Rate plus the Applicable Margin for Alternate Base Rate Loans. If and to the extent that any such reimbursement shall not have been made by any such Lender to the Administrative Agent, the Borrower agrees to repay to the Administrative Agent forthwith on demand a corresponding amount with interest thereon for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent at the Alternate Base Rate plus the Applicable Margin for Alternate Base Rate Loans. (h) The amount of any Borrowing of new funds shall be in an aggregate principal amount of $250,000 (or such lesser amount as shall equal the ~~notice~~ available but unused portion of ~~borrowing delivered~~ the Commitments or the amount of any Borrowing required to fund drawings under a Letter of Credit) or such greater amount which is an integral multiple of $100,000. (i) Notwithstanding the provisions of clause (c) above and/or the absence of a request from the Borrower that the Lenders make a Loan, the Required Lenders may direct the Lenders to make Loans if an Event of Default shall have occurred and be continuing, with respect to any Item of Product being produced by a Credit Party and pay the ~~Borrowers~~proceeds thereof directly to Persons providing services in connection with the production, delivery and distribution of such Item of Product so as to ensure Completion of such Item of Product and/or the collection of accounts receivable. (j) The Borrower shall not be permitted to make Borrowings hereunder more than once per week.

Appears in 1 contract

Samples: Credit Agreement (Idt Corp)

Making of Loans. (a) Except as ~~contemplated by~~ set forth in Section ~~2.11~~2.16 and Section 2.24, Loans (other than Swingline Loans) by the Lenders shall be either ~~ABR~~ Base Rate Loans or ~~Eurodollar~~ LIBOR Loans as the ~~Borrowers~~ relevant Borrower may request subject to and in accordance with this ~~Section~~Section 2.3, ~~provided~~ provided, that all Swingline Loans shall be only Base Rate Loans. All Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any ~~Eurodollar Loan or ABR~~ Loan by causing any lending office of such Lender to make such Loan; ~~provided that~~ but any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of ~~this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in~~ the ~~payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18~~applicable Note. Subject to the other provisions of this Section 2.3 and the provisions of Section ~~2.12~~2.24, Borrowings of Loans of more than one Type may be incurred at the same time, ~~provided that~~ but no more than ten (10) Borrowings of ~~Eurodollar~~ LIBOR Loans may be outstanding at any time. (b) The Borrowers requesting a Borrowing shall give the Administrative Agent ~~prior written, telex, facsimile or~~ telephonic notice (thereafter confirmed ~~promptly~~ in writing) ~~notice~~ of each Borrowing ~~hereunder~~ of ~~at least three~~ (3i) ~~Business Days for Eurodollar~~ LIBOR Loans ~~and one (1)~~ not later than 12:00 p.m., Boston time, on the third Business Day ~~for ABR Loans;~~ prior to the date on which such Borrowing is to be made and (ii) Base Rate Loans not later than 12:00 p.m., Boston time, on the Business Day on which such Borrowing is to be made. Such notice shall be irrevocable and binding on each of the Borrowers and shall specify the amount of the proposed Borrowing (which shall be in an integral multiple of $1,000,000, but not be less than $5,000,000 ~~or any integral multiple~~ in the case of ~~$5,000,000 in excess thereof~~LIBOR Loans) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify whether the Borrowing then being requested is to be a Borrowing of ~~ABR~~ Base Rate Loans or ~~Eurodollar~~ LIBOR Loans and, if LIBOR Loans, the Interest Period with respect thereto. If no election of Interest Period is specified in any such Table of Contents notice for a Borrowing of LIBOR Loans, such notice shall be deemed a request for an Interest Period of one month. If no election is made as to the Type of Loan, such notice shall be deemed a request for a Borrowing of ~~ABR~~ Base Rate Loans. The Administrative Agent shall promptly notify each Lender of its proportionate share of such Borrowing, the date of such Borrowing, the Type of Borrowing ~~or Loans~~ being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the office of the Administrative Agent at 000 ~~Xxxx~~ Xxxxxxx Xxxxxx, ~~Xxx Xxxx~~Xxxxxx, ~~Xxx Xxxx~~ Xxxxxxxxxxxxx 00000, no not later than ~~12:00 noon~~4:00 p.m., ~~New York City~~ Boston time, in immediately available funds. Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing of LIBOR Loans and no less than one (1) hour prior to the proposed Borrowing of Base Rate Loans that such Lender will not make available to the Administrative Agent such Lender’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available on such date in accordance with this Section and may, in reliance upon such assumption, make available to the Borrowers a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrowers severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrowers to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation or (ii) in the case of the Borrowers, the interest rate applicable to Base Rate Loans. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing. Upon receipt of the funds made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of borrowing delivered by the ~~Borrowers~~Borrowers and shall use reasonable efforts to make the funds so received from the Lenders available to the Borrowers not later than 4:00 p.m., Boston time.

Appears in 1 contract

Samples: Credit Agreement (Zale Corp)

Making of Loans. (a) Except as contemplated by Section ~~2.11~~2.12, Loans shall be either ABR Loans or Eurodollar Loans as the Borrowers may request subject to and in accordance with this Section, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections ~~2.15~~ 2.16 or ~~2.18~~2.19. ~~Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of~~ No more than ~~one Type may be incurred at the same time, provided that no more than ten~~ twelve (1012) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The Borrowers shall give the Administrative Agent prior written, ~~telex,~~ facsimile or telephonic (confirmed promptly in writing) notice of each Borrowing hereunder (other than a Refunding Borrowing) of at least three (3) Business Days for Eurodollar Loans and one (1) Business Day for ABR Loans; such notice shall be irrevocable and shall specify the amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $~~5,000,000~~ 1,000,000 in excess thereof) and the date thereof (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be made. Such notice shall specify ~~whether~~ the ~~Borrowing then being requested is to be a Borrowing~~ Class and Type of ~~ABR~~ Loans ~~or Eurodollar Loans~~comprising such Borrowing. If no election is made as to the Type of Loan, such notice shall be deemed a request for Borrowing of ABR Loans. The Administrative Agent shall promptly notify each Lender in the applicable Class of its proportionate share of such Borrowing, the Type of Borrowing, the date of such ~~Borrowing, the Type of~~ Borrowing or Loans being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the ~~borrowing~~ Borrowing date specified in such notice, each Lender in the applicable Class shall make its share of the Borrowing available at the office of the Administrative Agent at ~~000 Xxxx Xxxxxx~~2 Penn’s Way, ~~Xxx Xxxx~~New Castle, ~~Xxx Xxxx 00000~~Delaware 19720, no later than 12:00 noon, New York City time, in immediately available funds. Upon receipt of the funds made available by the Lenders in the applicable Class to fund any ~~borrowing 122~~ Borrowing hereunder, the Administrative Agent shall disburse such funds in the manner specified in the notice of ~~borrowing~~ Borrowing delivered by the Borrowers.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Federal Mogul Corp)

Making of Loans. (a) ~~Except as contemplated by Section 2.11, Loans~~ Each Loan shall be ~~either ABR Loans~~ an Alternate Base Rate Loan or a Eurodollar ~~Loans~~ Loan (each such type of Loan, an “Interest Rate Type”) as the ~~Borrowers~~ Borrower may request subject to and in accordance with this Section~~, provided that all Loans made pursuant to the same Borrowing shall, unless otherwise specifically provided herein, be Loans of the same Type~~. Each Lender may fulfill its Commitment with respect to any Eurodollar Loan or ABR Loan by causing any lending office of such Lender to make such Loan; provided that any such use of a lending office shall not affect the obligation of the Borrowers to repay such Loan in accordance with the terms of this Agreement. Each Lender shall, subject to its overall policy considerations, use reasonable efforts (but shall not be obligated) to select a lending office which will not result in the payment of increased costs by the Borrowers pursuant to Sections 2.15 or 2.18. Subject to the other provisions of this Section and the provisions of Section 2.12, Borrowings of Loans of more than one Type may be incurred at the same time, provided that no more than ten (10) Borrowings of Eurodollar Loans may be outstanding at any time. (b) The ~~Borrowers~~ Borrower shall give the ~~Administrative~~ Agent prior written~~, telex~~, facsimile or telephonic (promptly confirmed ~~promptly~~ in writing) notice of ~~each Borrowing hereunder of~~ (i) at least three ~~(3)~~ Business Days for a Borrowing which is to consist of Eurodollar Loans and (ii) at least one ~~(1)~~ Business Day for ~~ABR~~ a Borrowing which is to consist of Alternate Base Rate Loans; . Each such notice ~~shall~~ in order to be ~~irrevocable~~ effective must be received by the Agent not later than 1:00 p.m., New York City time, on the day required and shall specify the ~~amount of the proposed Borrowing (which shall not be less than $5,000,000 or any integral multiple of $5,000,000 in excess thereof) and the~~ date ~~thereof~~ (which shall be a Business Day) and shall contain disbursement instructions. Such notice, to be effective, must be received by the Administrative Agent not later than 12:00 noon, New York City time, on the third Business Day in the case of Eurodollar Loans and the first Business Day in the case of ABR Loans, preceding the date on which such Borrowing is to be ~~made~~made and the aggregate principal amount of the requested Borrowing. ~~Such~~ Each such notice shall be irrevocable and shall specify whether the Borrowing then being requested is to ~~be a Borrowing~~ consist of ~~ABR~~ Alternate Base Rate Loans or Eurodollar Loans, and in the case of Eurodollar Loans, the Interest Period or Interest Periods with respect thereto. If no election of an Interest Period is specified in such notice in the case of a Borrowing consisting of Eurodollar Loans, such notice shall be deemed to be a request for an Interest Period of one month. If no election is made as to the Interest Rate Type of ~~Loan~~any Borrowing, such notice shall be deemed a request for a Borrowing consisting of ~~ABR~~ Alternate Base Rate Loans. No Borrowing shall consist of Eurodollar Loans if after giving effect thereto an aggregate of more than ten (10) separate Eurodollar Loans would be outstanding hereunder with respect to each Lender (determined in accordance with Section 2.10(c) hereof). (b) The ~~Administrative~~ Agent shall promptly notify each Lender of its proportionate share of ~~such Borrowing~~each Borrowing under this Section, the date of such Borrowing, the Interest Rate Type of ~~Borrowing or Loans~~ each Loan being requested and the Interest Period or Interest Periods applicable thereto, as appropriate. Notwithstanding the foregoing, the Borrowers may give telephonic notice (confirmed promptly in writing) for ABR Loans in a principal amount not to exceed $40,000,000 on the Business Day of the proposed Borrowing. Such telephonic notice, to be effective, must be received by the Administrative Agent not later than 11:00 a.m. on such Business Day. On the borrowing date specified in such notice, each Lender shall make its share of the Borrowing available at the ~~office~~ offices of ~~the Administrative Agent at 000 Xxxx Xxxxxx~~The Chase Manhattan Bank, Loan and Agency Services Group, One Chase Xxxxxxxxx Xxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000, Attention: Xxxxx Xxxxxxxxxx, for credit to the Clearing Account no later than ~~12:00 noon~~1:00 p.m., New York City time, in Federal or other immediately available funds. Upon receipt of ~~the~~ any funds to be made available by the Lenders to fund any ~~borrowing 122~~ Borrowing hereunder, the ~~Administrative~~ Agent shall disburse such funds ~~in the manner~~ by depositing them into an account specified ~~in the notice of borrowing delivered~~ by the ~~Borrowers~~Borrower. (c) Each Lender may at its option fulfill its obligation to make Eurodollar Loans by causing a foreign branch or affiliate to fund such Eurodollar Loans, provided that any exercise of such option shall not affect the obligation of the Borrower to repay the Loans in accordance with the terms hereof and of the Notes. Subject to the other provisions of this Section, Loans of more than one type may be outstanding at the same time. (d) The amount of any Borrowing of new funds hereunder shall be in an aggregate principal amount of $500,000 for Alternate Base Rate Loans and $1,000,000 for Eurodollar Loans (or such lesser amount as shall equal the available but unused portion of the Revolving Credit Commitments) or such greater amount which is an integral multiple of $500,000.

Appears in 1 contract

Samples: Credit, Security, Guaranty and Pledge Agreement (Crown Media Holdings Inc)

Common use of Making of Loans Clause in Contracts