Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopier, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mail. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly in writing, or telecopier in substantially the form of Exhibit B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 the Administrative Agent will make such funds available to the Borrower at the account of the Borrower specified in the applicable Notice of Revolving Credit Borrowing; provided, however, that, if such borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.
Appears in 6 contracts
Samples: Credit Agreement, Credit Agreement (Royal Caribbean Cruises LTD), Credit Agreement (Royal Caribbean Cruises LTD)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. 1:00 P.M. (New York City time) on the second Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing or Term Borrowing consisting of Eurocurrency Rate Advances denominated in Dollars, (y) 1:00 P.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. 1:00 P.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopier, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit or Term Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) any Borrower to the Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopier telecopier, email or other electronic mailtransmission. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephonetelecopier, confirmed promptly in writing, email or telecopier other electronic transmission in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, (iv) in the case of a Borrowing consisting of Eurocurrency Rate Advances, initial Interest Period and (ivv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 2:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Revolving Credit Borrowing; provided, however, thatBorrowing or, if such borrowing no account is denominated so specified, at the Agent’s address referred to in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line AdvancesSection 9.02.
Appears in 2 contracts
Samples: Credit Agreement (Jabil Inc), Credit Agreement (Jabil Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.02(b), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 1:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, Currency or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and simultaneously to the Sub-Agent), which shall give to each Appropriate Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit BorrowingBorrowing in accordance with the respective Commitments under the applicable Facility of such Lender and the other Appropriate Lenders. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of the Borrower specified Agent’s address referred to in Section 9.02 or at the applicable Notice of Revolving Credit BorrowingPayment Office, as the case may be; provided, however, that, if such borrowing Borrowing is denominated in Dollarsthe currency of any outstanding Swing Line Advance under the same Facility, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any such Swing Line Advances made by the applicable Swing Line Bank and by any other Appropriate Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the applicable Swing Line Bank and such other Appropriate Lenders for repayment of such Swing Line Advances.
Appears in 2 contracts
Samples: Credit Agreement (International Flavors & Fragrances Inc), Credit Agreement (International Flavors & Fragrances Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b2.02(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed CurrencyEuros, or (z) 11:00 A.M. (New York City time) on the date Business Day of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and, in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailfacsimile. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, by telecopier or telecopier facsimile in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount and currency of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit AdvancePeriod. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed CurrencyEuros, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of the Borrower specified Agent’s address referred to in Section 9.02 or at the applicable Notice of Revolving Credit BorrowingPayment Office, as the case may be; provided, however, that, if such borrowing Revolving Credit Borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank Banks and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Samples: Five Year Credit Agreement (Cytec Industries Inc/De/)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopierAgent, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly in writing, or telecopier in substantially the form of Exhibit B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 the Administrative Agent will make such funds available to the Borrower at the account of the Borrower specified in the applicable Notice of Revolving Credit Borrowing; provided, however, that, if such borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing or Term Borrowing consisting of Eurocurrency Rate Advances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. 1:00 P.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopier, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit or Term Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) any Borrower to the Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, (iv) in the case of a Borrowing consisting of Eurocurrency Rate Advances, initial Interest Period and (ivv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 2:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Borrowing or, if no account is so specified, at the Agent’s address referred to in Section 9.02.
(b) Anything in subsection (a) above to the contrary notwithstanding, (i) the Borrowers may not select Eurocurrency Rate Advances for any Revolving Credit Borrowing if the aggregate amount of such Revolving Credit Borrowing is less than the Revolving Credit Borrowing Minimum or if the obligation of the Lenders to make Eurocurrency Rate Advances shall then be suspended pursuant to Section 2.08 or 2.12, (ii) the Company may not select Eurocurrency Rate Advances for any Term Borrowing if the aggregate amount of such Term Borrowing is less than the $5,000,000 or if the obligation of the Lenders to make Eurocurrency Rate Advances shall then be suspended pursuant to Section 2.08 or 2.12 and (iii) the Eurocurrency Rate Advances may not be outstanding as part of more than 10 separate Revolving Credit Borrowings or more than six separate Term Borrowings.
(c) Each Notice of Borrowing shall be irrevocable and binding on the Borrower requesting the Borrowing; provided. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of Eurocurrency Rate Advances, howeversuch Borrower shall indemnify each Appropriate Lender against any loss, thatcost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable conditions set forth in Article III, if including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such borrowing Lender to fund the Advance to be made by such Lender as part of such Borrowing when such Advance, as a result of such failure, is denominated in Dollars, not made on such date.
(d) Unless the Administrative Agent shall first have received notice from an Appropriate Lender prior to the time of any Borrowing under a Facility under which such Lender has a Commitment that such Lender will not make a available to the Agent such Lender’s ratable portion of such funds equal Borrowing, the Agent may assume that such Lender has made such portion available to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding Agent on the date of such Revolving Credit BorrowingBorrowing in accordance with subsection (a) of this Section 2.02, plus interest accrued as applicable, and unpaid thereon to and as of the Agent may, in reliance upon such dateassumption, make available to the Swing Line Bank Borrower requesting the Borrowing on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Agent, such Lender and such other Lenders Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for repayment each day from the date Jabil Credit Agreement 17 such amount is made available to such Borrower until the date such amount is repaid to the Agent, at (i) in the case of such Swing Line AdvancesBorrower, the higher of (A) the interest rate applicable at the time to the Advances comprising such Borrowing and (B) the cost of funds incurred by the Agent in respect of such amount and (ii) in the case of such Lender, provided that the Agent has given notice to the applicable Borrower of such obligation as soon as practicable but in any event not later than the Business Day following such funding by the Agent, (A) the Federal Funds Rate in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in Committed Currencies. If such Lender shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement.
(e) The failure of any Lender to make the Advance to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Advance on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Advance to be made by such other Lender on the date of any Borrowing.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b2.02(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and, in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “"Notice of Revolving Credit Borrowing”") shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s 's Account, in same day funds, such Lender’s 's ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s 's receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Revolving Credit BorrowingBorrowing or, if no account is so specified, at the Agent's address referred to in Section 9.02; provided, however, that, if such borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank Banks and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Samples: Credit Agreement (Jabil Circuit Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopiertelecopier or other electronic transmission, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or other electronic mailtransmission. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly in writing, telecopier or telecopier other electronic transmission in substantially the form of Exhibit B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 the Administrative Agent will make such funds available to the Borrower at the account of the Borrower specified in the applicable Notice of Revolving Credit Borrowing; provided, however, that, if such borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b2.02(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 1:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, Currency or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and, in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances denominated in any Committed Currency, simultaneously to the Sub-Agent), which shall give to each Appropriate Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit BorrowingBorrowing in accordance with the respective Commitments under the applicable Facility of such Lender and the other Appropriate Lenders. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of the Borrower specified Agent’s address referred to in Section 9.02 or at the applicable Notice of Revolving Credit BorrowingPayment Office, as the case may be; provided, however, that, if such borrowing Borrowing is denominated in Dollarsthe currency of any outstanding Swing Line Advance under the same Facility, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any such Swing Line Advances made by the applicable Swing Line Bank and by any other Appropriate Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the applicable Swing Line Bank and such other Appropriate Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Samples: Credit Agreement (International Flavors & Fragrances Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b2.02(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and, in the case of Revolving Credit Borrowing consisting of Eurocurrency Rate Advances to be denominated in a Committed Currency, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and (v) in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances, currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Revolving Credit BorrowingBorrowing or, if no account is so specified, at the Agent’s address referred to in Section 9.02; provided, however, that, if such borrowing is a Revolving Credit Borrowing denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank Banks and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c), each Each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 10:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. 12:00 noon (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and, in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailfacsimile. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”"NOTICE OF REVOLVING CREDIT BORROWING") shall be by telephone, confirmed promptly immediately in writing, or telecopier facsimile in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance; PROVIDED, HOWEVER, that if any such notice shall fail to specify a currency, Dollars shall be deemed to have been specified. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 2:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. 4:00 P.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s 's Account, in same day funds, such Lender’s 's ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s 's receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account Agent's address referred to in Section 9.02 or, in the case of a Revolving Credit Borrowing in a Committed Currency, at the applicable Payment Office, as the case may be.
(b) Anything in subsection (a) above to the contrary notwithstanding, (i) no Borrower may select Eurocurrency Rate Advances for any Revolving Credit Borrowing if the aggregate amount of such Borrowing is less than $5,000,000 (or the Equivalent thereof in a Committed Currency) or if the obligation of the Borrower specified in Lenders to make Eurocurrency Rate Advances shall then be suspended pursuant to Section 2.08 or 2.12 and (ii) the applicable Eurocurrency Rate Advances may not be outstanding as part of more than twenty separate Borrowings.
(c) Each Notice of Revolving Credit Borrowing; provided, however, that, if Borrowing of any Borrower shall be irrevocable and binding on such borrowing Borrower. In the case of any Revolving Credit Borrowing that the related Notice of Revolving Credit Borrowing specifies is denominated in Dollarsto be comprised of Eurocurrency Rate Advances, the Administrative Borrower requesting such Revolving Credit Borrowing shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Revolving Credit Borrowing for such Revolving Credit Borrowing the applicable conditions set forth in Article III, including, without limitation, any loss (excluding loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Advance to be made by such Lender as part of such Revolving Credit Borrowing when such Advance, as a result of such failure, is not made on such date.
(d) Unless the Agent shall first have received notice from a Lender prior to the time of any Revolving Credit Borrowing that such Lender will not make a available to the Agent such Lender's ratable portion of such funds equal Revolving Credit Borrowing, the Agent may assume that such Lender has made such portion available to the aggregate principal Agent on the date of such Revolving Credit Borrowing in accordance with subsection (a) of this Section 2.02 and the Agent may, in reliance upon such assumption, make available to the Borrower proposing the Borrowing on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Agent, such Lender and such Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Agent, at (i) in the case of such Borrower, the higher of (A) the interest rate applicable at the time to Advances comprising such Revolving Credit Borrowing and (B) the 15 cost of funds incurred by the Agent in respect of such amount and (ii) in the case of such Lender, (A) the Federal Funds Rate in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in Committed Currencies. If such Lender shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Lender's Advance as part of such Revolving Credit Borrowing for purposes of this Agreement.
(e) The failure of any Swing Line Advances Lender to make the Advance to be made by the Swing Line Bank and by it as part of any Revolving Credit Borrowing shall not relieve any other Lender and outstanding of its obligation, if any, hereunder to make its Advance on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon but no Lender shall be responsible for the failure of any other Lender to and as of such date, available make the Advance to the Swing Line Bank and be made by such other Lenders for repayment Lender on the date of such Swing Line Advancesany Revolving Credit Borrowing.
Appears in 1 contract
Samples: 364 Day Credit Agreement (Interpublic Group of Companies Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b2.02(b) or Section 2.3(c2.03(c), each Revolving Credit Syndicated Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Borrowing consisting of Base Rate Advances, by any Borrower to the Agent (and, in the case of a Revolving Credit Borrowing consisting of Base Eurocurrency Rate AdvancesAdvances denominated in a Committed Currency, by the Borrower simultaneously to the Administrative Agent by telecopierSub-Agent), which shall give to each Appropriate Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Syndicated Borrowing (a “Notice of Revolving Credit Syndicated Borrowing”) shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Syndicated Borrowing, (ii) Type of Advances comprising such Revolving Credit Syndicated Borrowing, (iii) aggregate amount of such Revolving Credit Syndicated Borrowing, (iv) in the case of a Syndicated Borrowing consisting of Eurocurrency Rate Advances, initial Interest Period and (ivv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Syndicated Borrowing, in the case of a Revolving Credit Syndicated Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Syndicated Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Syndicated Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Syndicated Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Revolving Credit BorrowingSyndicated Borrowing or, if no account is so specified, at the Agent’s address referred to in Section 9.02; provided, however, that, if such borrowing is a Revolving Credit Borrowing denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank Banks and by any other Revolving Credit Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank Banks and such other Revolving Credit Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.02(b), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 1:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, Currency or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and simultaneously to the Sub-Agent), which shall give to each Appropriate Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly in writing, via email or telecopier telecopier, in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit BorrowingBorrowing in accordance with the respective Commitments under the applicable Facility of such Lender and the other Appropriate Lenders. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of the Borrower specified Agent’s address referred to in Section 9.02 or at the applicable Notice of Revolving Credit BorrowingPayment Office, as the case may be; provided, however, that, if such borrowing Borrowing is denominated in Dollarsthe currency of any outstanding Swing Line Advance under the same Facility, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any such Swing Line Advances made by the applicable Swing Line Bank and by any other Appropriate Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the applicable Swing Line Bank and such other Appropriate Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Samples: Credit Agreement (International Flavors & Fragrances Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. 1:00 P.M. (New York City time) on the second third U.S. Government Securities Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Benchmark Rate Advances denominated in Dollars, (y) 4:00 1:00 P.M. (London New York City time) on the third fourth Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Xxxx Xxxxxxxxx Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. 1:00 P.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopierAgent, which shall give to each Appropriate Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier telecopier, email or other electronic mailtransmission. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephonetelecopier, confirmed promptly in writing, email or telecopier other electronic transmission in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, (iv) in the case of a Borrowing consisting of Term Benchmark Rate Advances, initial Interest Period and (ivv) in the case of a Revolving Credit Borrowing consisting of LIBO Term Benchmark Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 2:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Term Benchmark Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such LenderXxxxxx’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Revolving Credit Borrowing; provided, however, thatBorrowing or, if such borrowing no account is denominated so specified, at the Agent’s address referred to in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line AdvancesSection 9.02.
Appears in 1 contract
Samples: Credit Agreement (Jabil Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b2.02(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (xw) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in DollarsDollars or Canadian dollars, (yx) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Borrowing consisting of Eurocurrency Rate Advances denominated in pounds sterling, (y) 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed other Alternative Currency, or (z) 11:00 A.M. (New York City time) on the date Business Day of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopierAgent, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailfacsimile. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, by telecopier or telecopier facsimile in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount and currency of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. In the case of a Borrowing comprised of Eurocurrency Rate Advances in an Alternative Currency (other than the lawful currency of Great Britain and Northern Ireland, the lawful currency of Canada and Euros), the obligation of each Lender to make its Eurocurrency Rate Advance in the requested Alternative Currency as part of such Borrowing is subject to the confirmation by such Lender to the Agent not later than the fourth Business Day before the requested date of such Borrowing that such Lender agrees to make its Eurocurrency Rate Advance in the requested Alternative Currency, which confirmation shall be notified immediately by the Agent to the applicable Borrower. If any Lender shall not have so provided to the Agent such confirmation, the Agent shall promptly notify the applicable Borrower and each Lender that a Lender has not provided such confirmation, whereupon such Borrower may, by notice to the Agent not later than the third Business Day before the requested date of such Borrowing, withdraw the Notice of Borrowing relating to such requested Borrowing. If the applicable Borrower does so withdraw such Notice of Borrowing, the Borrowing requested in such Notice of Borrowing shall not occur and the Agent shall promptly so notify each Lender. If the applicable Borrower does not so withdraw such Notice of Borrowing, the Agent shall promptly so notify each Lender and such Notice of Borrowing shall be deemed to be a Notice of Borrowing which requests a Borrowing comprised of Eurocurrency Rate Advances in an aggregate amount in Dollars equivalent, on the date the Agent so notifies each Lender, to the amount of the originally requested Borrowing in such Alternative Currency; and in such notice by the Agent to each Lender the Agent shall state such aggregate equivalent amount of such Borrowing in Dollars and such Lender’s ratable portion of such Borrowing. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Alternative Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of the Borrower specified Agent’s address referred to in Section 9.02 or at the applicable Notice of Revolving Credit BorrowingPayment Office, as the case may be; provided, however, that, if such borrowing Revolving Credit Borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank Banks and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Samples: Five Year Credit Agreement (Cytec Industries Inc/De/)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b2.02(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Borrowing in the case of a Jabil Credit Agreement Borrowing consisting of Eurocurrency Rate Advances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and, in the case of Revolving Credit Borrowing consisting of Eurocurrency Rate Advances to be denominated in a Committed Currency, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and (v) in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances, currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Revolving Credit BorrowingBorrowing or, if no account is so specified, at the Agent’s address referred to in Section 9.02; provided, however, that, if such borrowing is a Revolving Credit Borrowing denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank Banks and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c), each Each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on (i) the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Eurodollar Rate Advances, (ii) the second Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO CD Rate Advances denominated in DollarsAdvances, and (yiii) 4:00 P.M. (London time) on the third first Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopierAgent, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtested telex. Each such notice of a Revolving Credit Borrowing (a “"Notice of Revolving Credit Borrowing”") shall be by telephone, confirmed promptly immediately in writing, or telecopier or tested telex in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurodollar Rate Advances or CD Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s 's Account, in same day funds, such Lender’s 's ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s 's receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 the Administrative Agent will make such funds available to the Borrower at the account of the Borrower specified in the applicable Notice of Revolving Credit Borrowing; provided, however, that, if such borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.fulfillment
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopier, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mail. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly in writing, or telecopier in substantially the form of Exhibit B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 the Administrative Agent will make such funds available to the Borrower at the account of the Borrower specified in the applicable Notice of Revolving Credit Borrowing; provided, however, that, if such borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing or Term Borrowing consisting of Eurocurrency Rate Advances denominated in Dollars, (y) 11:00 A.M. (New York City time) on the fourth Business Day prior to the date of the proposed Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. 1:00 P.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the Borrower to the Administrative Agent by telecopier, which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit or Term Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) any Borrower to the Agent, which shall give to each Appropriate Lender prompt notice thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, (iv) in the case of a Borrowing consisting of Eurocurrency Rate Advances, initial Interest Period and (ivv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 2:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Borrowing at the account of specified in the Borrower specified wiring instructions in the applicable Notice of Borrowing or, if no account is so specified, at the Agent’s address referred to in Section 9.02.
(b) Anything in subsection (a) above to the contrary notwithstanding, (i) the Borrowers may not select Eurocurrency Rate Advances for any Revolving Credit Borrowing if the aggregate amount of such Revolving Credit Borrowing is less than the Revolving Credit Borrowing Minimum or if the obligation of the Lenders to make Eurocurrency Rate Advances shall then be suspended pursuant to Section 2.08 or 2.12, (ii) the Company may not select Eurocurrency Rate Advances for any Term Borrowing if the aggregate amount of such Term Borrowing is less than the $5,000,000 or if the obligation of the Lenders to make Eurocurrency Rate Advances shall then be suspended pursuant to Section 2.08 or 2.12 and (iii) the Eurocurrency Rate Advances may not be outstanding as part of more than 10 separate Revolving Credit Borrowings or more than six separate Term Borrowings.
(c) Each Notice of Borrowing shall be irrevocable and binding on the Borrower requesting the Borrowing; provided. In the case of any Borrowing that the related Notice of Borrowing specifies is to be comprised of Eurocurrency Rate Advances, howeversuch Borrower shall indemnify each Appropriate Lender against any loss, thatcost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable conditions set forth in Article III, if including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such borrowing Lender to fund the Advance to be made by such Lender as part of such Borrowing when such Advance, as a result of such failure, is denominated in Dollars, not made on such date.
(d) Unless the Administrative Agent shall first have received notice from an Appropriate Lender prior to the time of any Borrowing under a Facility under which such Lender has a Commitment that such Lender will not make a available to the Agent such Lender’s ratable portion of such funds equal Borrowing, the Agent may assume that such Lender has made such portion available to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank and by any other Lender and outstanding Agent on the date of such Revolving Credit BorrowingBorrowing in accordance with subsection (a) of this Section 2.02, plus interest accrued as applicable, and unpaid thereon to and as of the Agent may, in reliance upon such dateassumption, make available to the Swing Line Bank Borrower requesting the Borrowing on such date a corresponding amount. If and to the extent that such Lender shall not have so made such ratable portion available to the Agent, such Lender and such other Lenders Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for repayment each day from the date such amount is made available to such Borrower until the date such amount is repaid to the Agent, at (i) in the case of such Swing Line AdvancesBorrower, the higher of (A) the interest rate applicable at the time to the Advances comprising such Borrowing and (B) the cost of funds incurred by the Agent in respect of such amount and (ii) in the case of such Lender, provided that the Agent has given notice to the applicable Borrower of such obligation as soon as practicable but in any event not later than the Business Day following such funding by the Agent, (A) the Federal Funds Rate in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in Committed Currencies. If such Lender shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Lender’s Advance as part of such Borrowing for purposes of this Agreement.
(e) The failure of any Lender to make the Advance to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Advance on the date of such Borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Advance to be made by such other Lender on the date of any Borrowing.
Appears in 1 contract
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.02(b), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the third Business Day prior (or the second Business Day prior for any Revolving Credit Borrowing on the Effective Date) to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 1:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, Currency or (z) 11:00 A.M. 12:00 noon (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and simultaneously to the Sub-Agent), which shall give to each Appropriate Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “Notice of Revolving Credit Borrowing”) shall be by telephone, confirmed promptly in writing, via email or telecopier telecopier, in substantially the form of Exhibit B-1 B hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Appropriate Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Revolving Credit BorrowingBorrowing in accordance with the respective Commitments under the applicable Facility of such Lender and the other Appropriate Lenders. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of the Borrower specified Agent’s address referred to in Section 9.02 or at the applicable Notice of Revolving Credit BorrowingPayment Office, as the case may be; provided, however, that, if such borrowing Borrowing is denominated in Dollarsthe currency of any outstanding Swing Line Advance under the same Facility, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any such Swing Line Advances made by the applicable Swing Line Bank and by any other Appropriate Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the applicable Swing Line Bank and such other Appropriate Lenders for repayment of such Swing Line Advances.
Appears in 1 contract
Samples: Credit Agreement (International Flavors & Fragrances Inc)
Making the Advances. (a) Except as otherwise provided in Section 2.2(b) or Section 2.3(c2.03(c), each Revolving Credit Borrowing shall be made on notice, given not later than (x) 11:00 A.M. (New York City time) on the second third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in Dollars, (y) 4:00 P.M. (London time) on the third Business Day prior to the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, or (z) 11:00 A.M. (New York City time) on the date of the proposed Revolving Credit Borrowing in the case of a Revolving Credit Borrowing consisting of Base Rate Advances, by the any Borrower to the Administrative Agent by telecopier(and, in the case of a Revolving Credit Borrowing consisting of Eurocurrency Rate Advances, simultaneously to the Sub-Agent), which shall give to each Lender prompt notice (in the case of a proposed Revolving Credit Borrowing consisting of Base Rate Advances, by 12:00 P.M. (New York City time)) thereof by telecopier or electronic mailtelecopier. Each such notice of a Revolving Credit Borrowing (a “"Notice of Revolving Credit Borrowing”") shall be by telephone, confirmed promptly immediately in writing, or telecopier in substantially the form of Exhibit B-1 hereto, specifying therein the requested (i) date of such Revolving Credit Borrowing, (ii) Type of Advances comprising such Revolving Credit Borrowing, (iii) aggregate amount of such Revolving Credit Borrowing, and (iv) in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances, initial Interest Period and currency for each such Revolving Credit Advance. Each Lender shall, before 11:00 A.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Rate Advances denominated in Dollars, before 1:00 P.M. (New York City time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of Base Rate Advances and before 11:00 A.M. (London time) on the date of such Revolving Credit Borrowing, in the case of a Revolving Credit Borrowing consisting of LIBO Eurocurrency Rate Advances denominated in any Committed Currency, make available for the account of its Applicable Lending Office to the Administrative Agent at the applicable Administrative Agent’s 's Account, in same day funds, such Lender’s 's ratable portion of such Revolving Credit Borrowing. After the Administrative Agent’s 's receipt of such funds and upon fulfillment of the applicable conditions set forth in Section 4.2 Article III, the Administrative Agent will make such funds available to the Borrower requesting the Revolving Credit Borrowing at the account of the Borrower specified Agent's address referred to in Section 9.02 or at the applicable Notice of Revolving Credit BorrowingPayment Office, as the case may be; provided, however, that, if such borrowing Borrowing is denominated in Dollars, the Administrative Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swing Line Advances made by the Swing Line Bank Banks and by any other Lender and outstanding on the date of such Revolving Credit Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swing Line Bank Banks and such other Lenders for repayment of such Swing Line Advances.
Appears in 1 contract