Making the Term Loans Sample Clauses
Making the Term Loans. (a) The Borrower shall give the Administrative Agent prior written notice (in substantially the form of Exhibit B hereto (a “Notice of Borrowing”)), not later than 12:00 noon (New York City time) on the date which is three (3) Business Days (or, in the case of any Delayed Draw Term Loan or Reborrowed Amount, ten (10) Business Day) prior to the date of the proposed Term Loan (or such shorter period as the Administrative Agent is willing to accommodate from time to time, but in no event later than 12:00 p.m. (New York City time) on the borrowing date of the proposed Term Loan). Such Notice of Borrowing shall be irrevocable and shall specify (i) the principal amount of the proposed Term Loan, (ii) whether the Term Loan is requested to be a Reference Rate Loan or a SOFR Loan, (iii) the proposed borrowing date, which must be a Business Day, and, with respect to the Initial Term Loan, must be the Effective Date and (iv) the wiring information of the account of the Borrower to which the proceeds of such Loan are to be disbursed. The Administrative Agent and the Lenders may act without liability upon the basis of written, telecopied or telephonic notice believed by the Administrative Agent in good faith to be from the Borrower (or from any Authorized Officer t▇▇▇▇▇▇ designated in writing purportedly from the Borrower to the Administrative Agent). The Administrative Agent and each Lender shall be entitled to rely conclusively on any Authorized Officer’s authority to request a Term Loan on behalf of the Borrower until the Administrative Agent receives written notice to the contrary. The Administrative Agent and the Lenders shall have no duty to verify the authenticity of the signature appearing on any written Notice of Borrowing. Any Delayed Draw Term Loan shall be in an aggregate amount of at least $2,500,000 (except such minimum amount shall not apply when the Borrower draws all of the remaining Delayed Draw Term Loan Commitments available at such time) and there shall not be more than (x) four (4) borrowings of Delayed Draw Term Loans and (y) two (2) borrowings of the Reborrowed Amount.
(b) Each Notice of Borrowing pursuant to this Section 2.02 shall be irrevocable and the Borrower shall be bound to make a borrowing in accordance therewith.
(c) Pro Rata Shares:
(i) Except as otherwise provided in this subsection 2.02(c), all Loans under this Agreement shall be made by the Lenders simultaneously and proportionately to their Pro Rata Shares of the total Initial Ter...
Making the Term Loans. (i) (A) Each Term Loan Borrowing shall be made on notice, given not later than 11:00 A.M. Local Time, (x) in the case of Eurodollar Rate Advances, on the third Business Day prior to the date of the proposed Borrowing or (y) in the case of Base Rate Advances, on the day of the proposed Borrowing, by the Borrower to the Administrative Agent, which shall give to each appropriate Lender prompt notice thereof by telecopier. Each such notice of a Term Loan Borrowing (a “Notice of Borrowing”) shall be by telephone, confirmed immediately in writing, in substantially the form of Exhibit B hereto, specifying therein the requested (I) date of such Term Loan Borrowing, (II) Type of Advances comprising such Term Loan Borrowing, (III) aggregate amount of such Term Loan Borrowing, (IV) [reserved] and (V) in the case of a Eurodollar Rate Advance, the Interest Period for each such Term Loan Borrowing. Each Lender shall, before 1:00 P.M. (Local Time) on the date of such Term Loan Borrowing make available for the account of its Applicable Lending Office to the Administrative Agent, in the Administrative Agent’s Account, in same day funds, such Lender’s ratable portion of such Term Loan Borrowing. After the Administrative Agent’s receipt of such funds and upon fulfillment of the applicable conditions set forth in Article III, the Administrative Agent, as applicable, will make such funds available to the Borrower at the Administrative Agent’s address set forth on Schedule 10.02.
Making the Term Loans. Each Lender severally agrees to make, on the Closing Date, a term loan to the Borrower in an amount equal to such Lender's Term Loan Commitment (each individually, a "Term Loan" and, collectively, the "Term Loans"). All Term Loans shall be made by the Lenders on the Closing Date simultaneously, it being understood that no Lender shall be responsible for any failure by any other Lender to perform its obligation to make any Term Loan hereunder nor shall the Term Loan Commitment of any Lender be increased or decreased as a result of any such failure.
Making the Term Loans. (i) The Administrative Agent promptly shall notify each Term Lender of the amount of Term Loans requested by the Borrower. Each Term Lender shall deposit into an account specified by the Administrative Agent an amount equal to its Pro Rata Share of the Term Loan Commitments, in immediately available funds, not later than 1:00 p.m., New York City time, on the Closing Date. Subject to the satisfaction of the conditions precedent set forth in Article IV, the Administrative Agent shall make the proceeds of the Term Loans received by it available to the Borrower on the Closing Date.
(ii) Except as otherwise provided in this Section 1.02(c), all Term Loans under this Agreement shall be made by the Term Lenders simultaneously and proportionately to their Pro Rata Shares. The failure of any Term Lender to deposit the amount described in clause (i) above with the Administrative Agent on the Closing Date shall not relieve any other Term Lender of its obligations hereunder to make its Term Loan on the Closing Date. No Term Lender shall be responsible for any failure by any other Term Lender to perform its obligation to make a Term Loan hereunder nor shall the Term Loan Commitment of any Term Lender be increased or decreased as a result of any such failure.
Making the Term Loans. Promptly after receipt by the Agent of a Loan Request pursuant to Section 3.2 [Term Loan Request], the Agent shall notify the Lenders of the Borrowing Date for the Term Loans. Each Lender shall remit the principal amount of its Term Loan (which shall be equal to its Ratable Share of the aggregate Term Loans requested, not to exceed its Term Loan Commitment) to the Agent such that the Agent is able to, and the Agent shall, to the extent the Lenders have made funds available to it for such purpose fund the Term Loans to the Borrower in U.S. Dollars and immediately available funds at the Principal Office prior to 2:00 p.m, Pittsburgh time, on the Borrowing Date, provided that if any Lender fails to remit such funds to the Agent in a timely manner, the Agent may elect in its sole discretion to fund with its own funds the Term Loan of such Lender on such Borrowing Date, and such Lender shall be subject to the repayment obligation in Section 10.13 [Availability of Funds].
Making the Term Loans. (a) Each Term Loan Borrowing shall be made upon receipt of a Notice of Borrowing given by the Borrower to the Agent not later than 11:00 A.M. (New York City time) on the fifth Business Day prior to the date of the proposed Term Loan Borrowing.
(b) The Agent shall give to each Bank prompt notice of its receipt of a Notice of Borrowing in respect of Term Loans and, upon its determination thereof, notice of the applicable interest rate under Section 5.3(b). Each Bank shall, before 11:00 A.M. (New York City time) on the date of the proposed Term Loan Borrowing, make available for the account of its Lending Office to the Agent at its address referred to in Section 12.2, in immediately available funds, such Bank's Ratable Portion of such proposed Term Loan Borrowing. After the Agent's receipt of such funds and upon fulfillment of the applicable conditions set forth in Article VI, the Agent will make such funds available to the Borrower at the Agent's above-referenced address.
(c) Each Term Loan Borrowing pursuant to this Section 2.2 shall be in an aggregate amount of not less than $10,000,000 or an integral multiple of $5,000,000 in excess thereof. The maximum number of Term Loan Borrowings permitted under this Agreement shall be four (4).
(d) Each Notice of Borrowing pursuant to this Section 2.2 shall be irrevocable and binding on the Borrower. The Borrower shall indemnify each Bank against any loss, cost or expense incurred by such Bank as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such proposed Borrowing the applicable conditions set forth in Article VI, including, without limitation, any loss, cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Bank to fund any Term Loan Borrowing when such Term Loan, as a result of such failure, is not made on such date. A certificate as to such amounts submitted to the Borrower and the Agent by such Bank shall be conclusive and binding absent manifest error.
(e) Unless the Agent shall have received notice from a Bank prior to the date of any proposed Term Loan Borrowing pursuant to this Section 2.2 that such Bank will not make available to the Agent such Bank's Ratable Portion of such Term Loan Borrowing, the Agent may assume that such Bank has made such Ratable Portion available to the Agent on the date of such Term Loan Borrowing in accordance with this Section 2.2 and the Agent may, in reliance upon such...
Making the Term Loans. Each Lender severally agrees to make, on the First Amendment Closing Date, a term loan to the Borrower in an amount equal to such Lender's Term Loan Commitment set forth on Schedule I ("Term Loan"), which will refinance the term loan existing on the First Amendment Closing Date.
Making the Term Loans. Subject to the conditions precedent set forth in Sections 7.1 and 7.2, each of Wachovia and NationsBank (each a "Term Loan Lender") shall, on the Term Loan Closing Date, make a Term Loan to AMS in the amount of $10,000,000.00.
Making the Term Loans. Interest Repayment Dates; Repayment of the Term Loans. 20 2.2. Revolving Loans. 21 2.2.1. Making the Revolving Loans.
Making the Term Loans. The Term Loans shall be made upon written notice via FAX and EMAIL (in form and substance satisfactory to the Lender, the "Notice of Borrowing"), given by the Borrower to the Lender at least five Business Days prior to the proposed Borrowing Date. The Notice of Borrowing shall be irrevocable and shall specify therein (A) the proposed Borrowing Date, which shall be a Business Day and (B) the principal amount of the Term Loan to be borrowed on the Borrowing Date. Each Term Loan shall be in a principal amount of $10,000,000 or a whole multiple of $10,000,000 in excess thereof. Upon fulfillment of the applicable conditions set forth in Section 5 hereof (or the waiver thereof by the Lender as herein prescribed), the Lender shall make its Term Loan to be made by it hereunder on the Business Day specified in the applicable Notice of Borrowing by wire transfer of immediately available funds by 2:00 p.m., New York City time, to the Borrower's Account.