Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 13 contracts
Samples: Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an any Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, Currency in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, Currency in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 10 contracts
Samples: Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks relevant Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may berelevant Issuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the Agentrelevant Issuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 9 contracts
Samples: Credit Agreement (MTS Systems Corp), Credit Agreement (John Bean Technologies CORP), Credit Agreement (John Bean Technologies CORP)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Commitments make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Commitments be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Commitments be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 6 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks relevant Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may berelevant Issuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank which has issued such Letter of Credit, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 6 contracts
Samples: Credit Agreement (SNAP-ON Inc), Credit Agreement (Fiserv Inc), Credit Agreement (Fiserv Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 6 contracts
Samples: Credit Agreement (MATERION Corp), Credit Agreement (MATERION Corp), Credit Agreement (MATERION Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 5 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrowers and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.14, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount approximately equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 5 contracts
Samples: Credit Agreement (Bemis Co Inc), Credit Agreement (Bemis Co Inc), Assignment and Assumption (Bemis Co Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 5 contracts
Samples: Credit Agreement (Bruker Corp), Credit Agreement (Forest Laboratories Inc), Credit Agreement (Bruker Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 5 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Extension to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks applicable LC Issuer (in the case of if such Credit Extension is a Local Currency Borrowing), the Agent Facility LC) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances or Facility LCs comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or if such Credit Extension is a Facility LC, the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Credit Extensions shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.9.2, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Extension in Dollars, (a) if such Credit Extension is an Advance, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Extension or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Extension or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, the case may be or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of if such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit Extension is a Facility LC, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount of specified in the related request or application for such Bank’s Advance, as a Base Rate AdvanceFacility LC, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Facility LC on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Facility LC issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part of such Borrowing Facility LC would in the reasonable opinion of the Agentapplicable LC Issuer, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice of Borrowing, request or the Dollar Amount of the Advances being continued, Converted or Redenominatedapplication for such Facility LC, as applicablethe case may be.
Appears in 5 contracts
Samples: Credit Agreement (Acuity Brands Inc), Credit Agreement (Acuity Brands Inc), Credit Agreement (Acuity Brands Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 4 contracts
Samples: Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks relevant Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) a Dollar Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may berelevant Issuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the occurrence of such date Credit Event that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank which has issued such Letter of Credit, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 4 contracts
Samples: Credit Agreement (Fiserv Inc), Credit Agreement (Fiserv Inc), Credit Agreement (PENTAIR PLC)
Market Disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III II and this Article II IV with respect to any Borrowing Advance or Facility LC in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, Advance or the continuation, Conversion or Redenomination date of issuance of such Borrowing in or to an Agreed Currency other than Dollars, Facility LC any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance or Facility LC to be denominated in the Agreed Currency specified by the applicable a Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date Borrowing Date (in the event that the Administrative Agent has given such notice to such Borrower no later than two (2) Business Days prior to such Borrowing Date and otherwise as soon as practicable in the circumstances but in any case prior to the making of such Advance or issuance of such Facility LC) that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 4 contracts
Samples: Credit Agreement (Polaris Inc.), Credit Agreement (Polaris Inc.), Credit Agreement (Polaris Inc.)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, Commitments (in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, ) make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) ), or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, Commitments (in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, ) be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, Commitments (in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, ) be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 4 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (a) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Swingline Lender (in the case of if such Credit Event is a Local Currency BorrowingSwingline Loan), the Agent Issuing Bank (if such Credit Event is a Letter of Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (b) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (i) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate Advances, unless ABR Loans (if the applicable Borrower is the Company), unless such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Swingline Lender (if such Credit Event is a Swingline Loan) and the Administrative Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of Administrative Agent and the Available Revolving Required Lenders (if such Credit Commitments, in the case of Event is a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Loan) be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (ii) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the Agent, Issuing Bank and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Administrative Agent be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 4 contracts
Samples: Credit Agreement (Masco Corp /De/), Credit Agreement (Masco Corp /De/), Credit Agreement (Masco Corp /De/)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Revolving Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xa) in the case of a requested Borrowing, it elects not to borrow on such date or (yb) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which provided that (i) the denomination of such Advances Revolving Loans in such different Agreed Currency would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Required Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and (ii) such borrowing shall be in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 4 contracts
Samples: Credit Agreement (Patterson Companies, Inc.), Credit Agreement (Patterson Companies, Inc.), Credit Agreement (Patterson Companies, Inc.)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Issuing Banks (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Issuing Banks, as the case may be, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Banks, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 4 contracts
Samples: Fourth Amended and Restated Credit Agreement (Photronics Inc), Credit Agreement (Photronics Inc), Credit Agreement (Photronics Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing Advance in any Agreed Currency other than DollarsDollars or any Alternate Currency, as applicable, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersCompany, any Alternate Currency Borrower, any Alternate Currency Bank, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans or Alternate Currency Loans comprising such Borrowing Advance to be denominated in the Agreed Currency or Alternate Currency, as applicable, specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local such Alternate Currency Banks Bank and the BanksLenders, or the applicable Borrower shall give notice to the Administrative Agent, the Local such Alternate Currency Banks Bank and the BanksLenders, as the case may be, and such Eurocurrency Rate Advances Loans or Alternate Currency Loans shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedBorrowing Notice, as applicable, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency or Alternate Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Administrative Agent, the Majority Local applicable Alternate Currency Banks (in Bank, if applicable, and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableNotice.
Appears in 4 contracts
Samples: Credit Agreement (Kaydon Corp), Credit Agreement (Kaydon Corp), Credit Agreement (Kaydon Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III Articles 2 and this Article II 3 with respect to any Borrowing Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless (a) the applicable Borrower notifies the Agent at least one (1) Business Day before such date Borrowing Date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Borrowing Date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) three Business Day Days before such date Borrowing Date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Eurocurrency Loans in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of Currency on such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableDate.
Appears in 4 contracts
Samples: Credit Agreement (Emerson Electric Co), Credit Agreement (Emerson Electric Co), Credit Agreement (Emerson Electric Co)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (a) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (b) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (i) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (ii) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xA) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yB) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 4 contracts
Samples: Credit Agreement (Fuller H B Co), Borrowing Subsidiary Agreement (Fuller H B Co), Credit Agreement (Fuller H B Co)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an any Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, Currency in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, Borrowing or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, Currency in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 3 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III Articles II, III, and this Article II V, with respect to any Borrowing or Letter of Credit to be denominated in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, Borrowing or the continuation, Conversion or Redenomination Letter of such Borrowing in or to an Agreed Currency other than Dollars, Credit any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls which would, in the reasonable opinion of the Administrative Agent or interest rate quotation sources which would the Issuing Lender make it impracticable for the Borrowing or Letter of Credit to be denominated in the Foreign Currency specified by the Borrower or (iii) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% Issuing Lender a Dollar Equivalent amount of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Foreign Currency specified by the applicable Borroweris not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks Lenders and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the BanksIssuing Lender, as the case may beapplicable, and (a) if a Borrowing, such Eurocurrency Rate Advances Borrowing shall not be denominated in such currency Foreign Currency but shall be made on the requested date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount Equivalent amount (rounded up to the nearest $100,000) of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, request as applicable, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before prior to such date Borrowing that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrowerrequest, and the Eurocurrency Rate Advance (b) if a Letter of Credit, such Bank as part Letter of such Borrowing Credit shall not be denominated issued in such currency Foreign Currency, but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, issued in Dollars, Dollars in an aggregate principal a face amount equal to the Dollar Amount Equivalent amount of the aggregate principal face amount specified in the related request or Application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit (rounded up to the nearest $100,000), unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before prior to the issuance of such date Letter of Credit that (xI) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yII) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Lender, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount Equivalent amount of the aggregate principal face amount specified in the related Notice request or Application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 3 contracts
Samples: Credit Agreement (Landstar System Inc), Credit Agreement (Landstar System Inc), Credit Agreement (Landstar System Inc)
Market Disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III II and this Article II IV with respect to any Borrowing Advance or Facility LC in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, Advance or the continuation, Conversion or Redenomination date of issuance of such Borrowing in or to an Agreed Currency other than Dollars, Facility LC any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance or Facility LC to be denominated in the Agreed Currency specified by the applicable a Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date Borrowing Date (in the event that the Administrative Agent has given such notice to such Borrower no later than two Business Days prior to such Borrowing Date and otherwise as soon as practicable in the circumstances but in any case prior to the making of such Advance or issuance of such Facility LC) that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 3 contracts
Samples: Credit Agreement (Polaris Industries Inc/Mn), Credit Agreement (Polaris Industries Inc/Mn), Credit Agreement (Polaris Industries Inc/Mn)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 3 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable such Borrower notifies the Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which provided that (a) the denomination of such Advances Loans in such different Agreed Currency would in the opinion of the Agent, Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and (b) such borrowing shall be in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 3 contracts
Samples: Credit Agreement (Patterson Companies, Inc.), Credit Agreement (Patterson Companies, Inc.), Credit Agreement (Patterson Dental Co)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrowers and the Banks, or the applicable Borrower Borrowers shall give notice to the Agent, the Local Currency Banks Administrative Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects they elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrowerthe Borrowers, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects the elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 3 contracts
Samples: Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Credit Extension in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAgent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing)Facility LC, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, make it impracticable for the Eurocurrency Rate Advances Loans or Facility LC comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable a Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and Lenders, and, if the Banks, or the applicable Borrower shall give notice requested Credit Extension is to the Agentbe a Facility LC, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall shall, in the case of Loans, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, or, in the case of Borrowinga Facility LC, or be issued in Dollars, in a face amount equal to the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advancesface amount specified in the related notice of a request for issuance of such Facility LC received from a Borrower, unless the applicable in either case such Borrower notifies the Agent at least one (1) Business Day before the Borrowing Date or date of issuance of such date Facility LC that (xi) in the case of a requested Borrowing, it elects not to borrow obtain such Credit Extension on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow obtain such Credit Extension on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Credit Extension would in the opinion of the Agent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing) or Facility LC, the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice, Conversion/Continuation Notice or notice of Borrowing, or the Dollar Amount a request for issuance of the Advances being continued, Converted or Redenominateda Facility LC, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 3 contracts
Samples: Credit Agreement (Modine Manufacturing Co), Credit Agreement (Modine Manufacturing Co), Credit Agreement (Modine Manufacturing Co)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such 45 Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Credit Extension in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAgent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing)Facility LC, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, make it impracticable for the Eurocurrency Rate Advances Loans or Facility LC comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and Lenders, and, if the Banks, or the applicable Borrower shall give notice requested Credit Extension is to the Agentbe a Facility LC, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall shall, in the case of Loans, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, or, in the case of Borrowinga Facility LC, or be issued in Dollars, in a face amount equal to the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advancesface amount specified in the related notice of a request for issuance of such Facility LC received from the Borrower, unless in either case the applicable Borrower notifies the Agent at least one (1) Business Day before the Borrowing Date or date of issuance of such date Facility LC that (xi) in the case of a requested Borrowing, it elects not to borrow obtain such Credit Extension on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow obtain such Credit Extension on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Credit Extension would in the opinion of the Agent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing) or Facility LC, the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice, Conversion/Continuation Notice or notice of Borrowing, or the Dollar Amount a request for issuance of the Advances being continued, Converted or Redenominateda Facility LC, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 2 contracts
Samples: Credit Agreement (Modine Manufacturing Co), Credit Agreement (Modine Manufacturing Co)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II 2 and in Article 4 with respect to any Borrowing Eurocurrency Loan denominated in any Agreed Currency other than Dollarsan Alternate Currency, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Eurocurrency Loan any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersBorrower, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the such Eurocurrency Rate Advances comprising such Borrowing Loan to be denominated in the Agreed Currency Alternate Currency, specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loan shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedBorrowing Request, as applicable, as Base Reference Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one three (13) Business Day Days before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Alternate Currency, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related Notice Borrowing Request; provided that neither the Administrative Agent nor the Required Lenders shall be entitled to make a determination of Borrowing, impracticability pursuant to this Section 2.23 unless the Administrative Agent or the Dollar Amount of the Advances being continued, Converted or RedenominatedRequired Lenders, as applicable, have made such determination under similar credit facilities with similarly situated borrowers (to the extent the Administrative Agent or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or RedenominatedRequired Lenders, as applicable, in Dollars, in an aggregate principal amount equal have the right under such similar credit facilities to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicabledo so).
Appears in 2 contracts
Samples: Credit Agreement (Phillips 66), Credit Agreement (Phillips 66)
Market Disruption. Notwithstanding the satisfaction of all ----------------- conditions referred to in Article III II and this Article II IV with respect to any Borrowing Subsidiary Borrower Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Subsidiary Borrower Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Subsidiary Borrower Advance to be denominated in the Agreed Currency specified by the applicable Subsidiary Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Subsidiary Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Subsidiary Borrower Loans shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.14, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, and/or Conversion/Continuation Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Subsidiary Borrower notifies the Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Subsidiary Borrower Loans would in the opinion of the Agent, Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, and/or Conversion/Continuation Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 2 contracts
Samples: Credit Agreement (Qad Inc), Credit Agreement (Qad Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) would, in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks Revolving Lenders having at least 66-2/3such time Revolving Credit Exposures and unused Revolving Commitments representing more than 50% of the Available sum of the total Revolving Credit Exposures and unused Revolving Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the applicable Eurocurrency Rate Advances comprising such Borrowing Borrowings to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Borrowing shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xa) in the case of a requested Borrowing, it elects not to borrow on such date or (yb) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances would Loans would, in the reasonable opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks Administrative Agent and Revolving Lenders having at least 66-2/3such time Revolving Credit Exposures and unused Revolving Commitments representing more than 50% of the Available sum of the total Revolving Credit Exposures and unused Revolving Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 2 contracts
Samples: Credit Agreement (Central Garden & Pet Co), Credit Agreement (Central Garden & Pet Co)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency EURIBOR Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency EURIBOR Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the 45 Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency EURIBOR Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Caterpillar Financial Services Corp), Credit Agreement (Caterpillar Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Caterpillar Inc), Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article II and Article III and this Article II with respect to any Borrowing in any Agreed Swingline Currency or Syndicated Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing)Swingline Lender, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing to be denominated in the applicable Agreed Swingline Currency or Syndicated Currency, specified by the applicable relevant Borrower, then the Swingline Lender or the Agent as applicable, shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Swingline Currency or Syndicated Currency, but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of BorrowingBorrowing or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, unless such Borrower notifies the Swingline Lender or the Dollar Amount of the Advances being continued, Converted or RedenominatedAgent, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one four (14) Eurocurrency Business Day Days or such shorter period of time agreed to by the Swingline Lender or the Agent, as applicable, before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Swingline Currency or Syndicated Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Swingline Lender or the Banks having at least 66-2/3% of Agent and the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 2 contracts
Samples: Credit Agreement (Masco Corp /De/), Credit Agreement (Masco Corp /De/)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Multi-Currency Revolving Advance in any Agreed Currency other than Dollars, any Foreign Currency Swing Loan or any Euro Swing Loan, if there shall occur on or prior to the date of such BorrowingMulti-Currency Revolving Advance, Foreign Currency Swing Loan or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Euro Swing Loan any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) would, in the reasonable opinion of the Borrowers, the Majority Local Currency Banks Administrative Agent or (x) in the case of a Local Multi-Currency Borrowing)Revolving Advance, the Agent or the Banks having at least 66Multi-2/3% of the Available Revolving Credit CommitmentsCurrency Required Lenders, (y) in the case of a Revolving Credit BorrowingForeign Currency Swing Loan, the Appropriate Foreign Currency Swing Lender, or 66-2/3% of the then aggregate outstanding Term Loan Advances, (z) in the case of a Term Loan BorrowingEuro Swing Loan, the Euro Swing Lender, make it illegal or impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Multi-Currency Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then a Foreign Currency Swing Loan to be made in the Appropriate Foreign Currency or a Euro Swing Loan to be made in Euros, then: (a) in the case of a Multi-Currency Revolving Advance, the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the BanksRevolving Lenders, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances requested Multi-Currency Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in Currency (which the denomination of such Advances would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency BorrowingRequired Lenders be legal and practicable) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or the case may be; (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (xb) in the case of a requested BorrowingForeign Currency Swing Loan, it elects not the Appropriate Foreign Currency Swing Lender shall have no obligation to borrow on make such date or Foreign Currency Swing Loan and (yc) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the AgentEuro Swing Loan, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal Euro Swing Lender shall have no obligation to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemake such Euro Swing Loan.
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Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Multi-Currency Revolving Advance in any Agreed Currency other than Dollars, any Foreign Currency Swing Loan or any Euro Swing Loan, if there shall occur on or prior to the date of such BorrowingMulti-Currency Revolving Advance, Foreign Currency Swing Loan or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Euro Swing Loan any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) would, in the reasonable opinion of the Borrowers, the Majority Local Currency Banks Administrative Agent or (x) in the case of a Local Multi-Currency Borrowing)Revolving Advance, the Agent or the Banks having at least 66Multi-2/3% of the Available Revolving Credit CommitmentsCurrency Required Lenders, (y) in the case of a Revolving Credit BorrowingForeign Currency Swing Loan, the applicable Appropriate Foreign Currency Swing Lender or 66-2/3% of the then aggregate outstanding Term Loan Advances, (z) in the case of a Term Loan BorrowingEuro Swing Loan, the Euro Swing Lender, make it illegal or impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Multi-Currency Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then a Foreign Currency Swing Loan to be made in the Appropriate Foreign Currency or a Euro Swing Loan to be made in Euros, then: (a) in the case of a Multi-Currency Revolving Advance, the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the BanksMulti-Currency Revolving Lenders, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances requested Multi-Currency Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in Currency (which the denomination of such Advances would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency BorrowingRequired Lenders be legal and practicable) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Advance Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or the case may be; (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (xb) in the case of a requested BorrowingForeign Currency Swing Loan, it elects not the applicable Appropriate Foreign Currency Swing Lender shall have no obligation to borrow on make such date or Foreign Currency Swing Loan and (yc) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the AgentEuro Swing Loan, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal Euro Swing Lender shall have no obligation to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemake such Euro Swing Loan.
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Market Disruption. Notwithstanding the satisfaction of all applicable conditions referred to in Article III and this Article II with respect to the making of any Borrowing Multicurrency Syndicated Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Multicurrency Syndicated Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Multicurrency Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Multicurrency Lenders make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Multicurrency Borrower, then the Multicurrency Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Multicurrency Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beMulticurrency Lenders, and such Eurocurrency Rate Advances Advance shall not be denominated in such currency Agreed Currency but shall be made on the such Borrowing date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related notice of such Borrowing or Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation, as applicablethe case may be, as a Base Rate AdvancesAdvance, unless the applicable Multicurrency Borrower notifies the Multicurrency Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date date, or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Multicurrency Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Multicurrency Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount Equivalent of the aggregate principal amount specified in the related notice of Borrowing or Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 1 contract
Samples: Credit Agreement (Interface Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III Articles 2 and this Article II 3 with respect to any Borrowing Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Rate AdvancesLoans, unless the applicable (a) such Borrower notifies the Agent at least one (1) Business Day before such date Borrowing Date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Borrowing Date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) three Business Day Days before such date Borrowing Date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date Eurocurrency Loans in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of Currency on such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableDate.
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Market Disruption. (a) If, after the designation by the Lenders of any currency as an Agreed Currency, (x) currency control or other exchange regulations are imposed in the country in which such currency is issued with the result that different types of such currency are introduced, (y) such currency is, in the determination of any Funding Agent, no longer readily available or freely traded or (z) in the determination of such Funding Agent, an Equivalent Amount of such currency is not readily calculable, such Funding Agent shall promptly notify the Lenders and each Borrower, and such currency shall no longer be an Agreed Currency until such time as all of the Lenders agree to reinstate such currency as an Agreed Currency and promptly, but in any event within five Business Days of receipt of such notice from such Funding Agent, each Borrower shall repay all Loans in such affected currency or convert such Loans into Loans in another Agreed Currency, subject to the other terms set forth in Article 2. (b) Notwithstanding the satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Advance in any Agreed Currency other than DollarsCurrency, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowersany Funding Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Advance to be denominated in the Agreed Currency specified by the applicable a Borrower, then the such Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.12 be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in DollarsEuro, in an aggregate principal amount equal to the Dollar Euro Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate AdvancesContinuation Notice, unless the applicable such Borrower notifies the relevant Funding Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of such Funding Agent and the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedContinuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.may be. 2.20
Appears in 1 contract
Samples: Revolving Credit Agreement (Richardson Electronics LTD/De)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances or RFR Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances or RFR Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a 50 Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance or RFR Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance or RFR Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 1 contract
Samples: Credit Agreement (Caterpillar Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III and this Article II with respect to any Borrowing in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrowers and the Banks, or the applicable Borrower Borrowers shall give notice to the Agent, the Local Currency Banks Administrative Agent and the Banks, as the case may be, and such Eurocurrency Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects they elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable BorrowerBorrowers, then the Administrative Agent shall forthwith give notice thereof to such Borrowerthe Borrowers, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s �s Advance, as a Base Rate Advance, unless the applicable Borrower notifies Borrowers notify the Administrative Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects they elect not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects the elect to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Revolving Credit Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.
Appears in 1 contract
Samples: Credit Agreement (Caterpillar Financial Services Corp)
Market Disruption. Notwithstanding If within one Business Day after the satisfaction of all conditions referred to in Article III and this Article II Interest Rate Determination Date for any Interest Period with respect to any Borrowing Eurodollar Rate Loans or HIBOR Rate Loans the Administrative Agent receives notifications from a Lender, or Lenders, holding more than 50% of the aggregate principal amount of such Loans (any such Lender or Lenders, “Market Disruption Lenders”) that the cost to it or them of obtaining matching deposits in the London interbank market or the Hong Kong interbank market, respectively, would be in excess of the Adjusted Eurodollar Rate or the HIBOR Rate, as the case may be (a “Market Disruption Event”), then, the rate of interest for such Loans for such Interest Period shall be the percentage rate per annum which is the sum of (i) the Applicable Margin and (ii) the percentage rate per annum notified by the Lender of each such Loan to the Administrative Agent to be the cost to such Lender of funding such Loan from whatsoever source it may reasonably select (which cost shall take into account the Eurodollar Rate Reserve Percentage for such Interest Period). Upon receipt of notification from the Market Disruption Lenders, the Administrative Agent shall notify the Borrower in writing (which notice shall identify the Market Disruption Lenders) of the occurrence of such Market Disruption Event, and thereafter the Borrower may by telephonic notice to the Administrative Agent, at any Agreed Currency other than Dollars, if there shall occur on or time prior to the Business Day next preceding the date of such Borrowing, Borrowing or the continuation, Conversion or Redenomination first day of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, make it impracticable for the Eurocurrency Rate Advances comprising such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the BanksInterest Period, as the case may be, and such Eurocurrency revoke any pending request for a Borrowing of, conversion to or continuation of Eurodollar Rate Advances shall not be denominated in such currency but shall be made on the date of such Borrowing, Loans or continued, Converted or RedenominatedHIBOR Rate Loans, as applicable, on the date or, failing that, will be deemed to have converted such request into a request for a Borrowing of such continuation, Conversion or Redenomination, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested BorrowingLoans denominated in Dollars, it elects not to borrow on such date or Base Rate Loans and (y2) in the case of a requested BorrowingLoans denominated in HK Dollars or Patacas, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue Loans at the applicable Advances in, or Convert or Redenominate HIBOR Rate determined as the applicable Advances to, a different Agreed Currency, in which the denomination of such Advances would in the opinion arithmetic mean of the Agent, the Majority Local Currency rates quoted by Reference Banks in accordance with clause (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (iib) in the reasonable opinion definition of any Bank, make it impracticable for HIBOR Rate (or if the Eurocurrency HIBOR Rate Advance of such Bank comprising part of such Borrowing which gave rise to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated Market Disruption Event was already determined in such currency but shall be made on manner, at the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Alternate HK Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (xRate) in the case amount specified therein. If a Market Disruption Event occurs and the Administrative Agent or the Borrower so requires, the Administrative Agent and the Borrower shall enter into negotiations (for a period of not more than 30 days) with a requested Borrowingview to agreeing as substitute basis for determining the rate of interest for Eurodollar Rate Loans or HIBOR Rate Loans, it elects not to borrow on such date or (y) in as the case of a requested Borrowingmay be). Any alternative basis so agreed between the Administrative Agent and the Borrower shall, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue with the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination prior consent of all such Advances as part of such Borrowing would in Lenders and the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingBorrower, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablebinding on all parties hereto.
Appears in 1 contract
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks relevant Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency BorrowingCredit), the Agent any Designated Lender or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable relevant Borrower, (ii) such currency is no longer an Agreed Currency or (iii) a Dollar Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may berelevant Issuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of if such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance is a Letter of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable such Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the Agentrelevant Issuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 1 contract
Samples: Credit Agreement (Heidrick & Struggles International Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks any Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Company, on behalf of itself or the Canadian Borrower, or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Company, on behalf of itself or the Canadian Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Issuing Banks, as the case may be, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing to be made to the Company, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice request for a Credit Event or Interest Election Request, as the case may be or (b) if such Credit Event is a Letter of Borrowing, or Credit to be issued for the Dollar Amount account of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCompany, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Banks, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 1 contract
Samples: Credit Agreement (G&k Services Inc)
Market Disruption. Notwithstanding the ----------------- satisfaction of all conditions referred to in Article III 2 and this Article II 4 with respect to any Borrowing Credit Extension in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Extension any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAgent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing)Facility LC, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, make it impracticable for the Eurocurrency Rate Advances Loans or Facility LC comprising such Borrowing Credit Extension to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and Lenders, and, if the Banks, or the applicable Borrower shall give notice requested Credit Extension is to the Agentbe a Facility LC, the Local Currency Banks and the Banks, as the case may beLC Issuer, and such Eurocurrency Rate Advances Loans or Facility LC shall not be denominated in such currency Agreed Currency but shall shall, in the case of Loans, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, or, in the case of Borrowinga Facility LC, or be issued in Dollars, in a face amount equal to the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, as Base Rate Advancesface amount specified in the related notice of a request for issuance of such Facility LC received from the Company, unless in either case the applicable Borrower notifies the Agent at least one (1) Business Day before the Borrowing Date or date of issuance of such date Facility LC that (xi) in the case of a requested Borrowing, it elects not to borrow obtain such Credit Extension on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow obtain such Credit Extension on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Credit Extension would in the opinion of the Agent, the Majority Local Currency Banks (in Required Lenders and, if the case of requested Credit Extension is to be a Local Currency Borrowing) or Facility LC, the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingLC Issuer, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice, Conversion/Continuation Notice or notice of Borrowing, or the Dollar Amount a request for issuance of the Advances being continued, Converted or Redenominateda Facility LC, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 1 contract
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than Dollars, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Borrower, (ii) such currency is no longer an Eligible Currency or (iii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 1 contract
Samples: Credit Agreement (Heidrick & Struggles International Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Revolving Advance in any Agreed Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing Revolving Advance to be denominated in the Agreed Currency specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may beLenders, and such Eurocurrency Rate Advances Revolving Loans shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicablethe case may be, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xa) in the case of a requested Borrowing, it elects not to borrow on such date or (yb) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currency, in which provided that (i) the denomination of such Advances Revolving Loans in such different Agreed Currency would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Required 12660163v2 Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Lenders be practicable and (ii) such borrowing shall be in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Borrowing Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicablemay be.
Appears in 1 contract
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than Dollars, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Borrower, (ii) such currency is no longer an Eligible Currency or (iii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Credit Event Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 1 contract
Samples: Credit Agreement (Heidrick & Struggles International Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article II and Article III and this Article II with respect to any Borrowing in any Agreed Currency or Syndicated Currency other than Dollars, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the Borrowers, the Majority Local Currency Banks (in the case of a Local Currency Borrowing)Swingline Lender, the Agent or the Banks having at least 66-2/3% of the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, make it impracticable for the Eurocurrency Rate Advances Loans comprising such Borrowing to be denominated in the applicable Agreed Currency or Syndicated Currency, specified by the applicable relevant Borrower, then the Swingline Lender or the Agent as applicable, shall forthwith give notice thereof to such Borrower, the Local Currency Banks Borrower and the Banks, or the applicable Borrower shall give notice to the Agent, the Local Currency Banks and the Banks, as the case may be, and such Eurocurrency Rate Advances Loans shall not be denominated in such currency Agreed Currency or Syndicated Currency, but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of BorrowingBorrowing or Conversion/Continuation Notice, as the case may be, as Floating Rate Loans, unless such Borrower notifies the Swingline Lender or the Dollar Amount of the Advances being continued, Converted or RedenominatedAgent, as applicable, as Base Rate Advances, unless the applicable Borrower notifies the Agent at least one (1) four Eurocurrency Business Day Days or such shorter period of time agreed to by the Swingline Lender or the Agent, as applicable, before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency or Syndicated Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) Swingline Lender or the Banks having at least 66-2/3% of Agent and the Available Revolving Credit CommitmentsRequired Banks, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowingas applicable, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing or the Dollar Amount of the Advances being continued, Converted or RedenominatedConversion/Continuation Notice, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable.may be. 56 SIDLEY XXXXXX XXXXX & XXXX
Appears in 1 contract
Samples: Credit Agreement (Masco Corp /De/)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than Dollars, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Borrower, (ii) such currency is no longer an Eligible Currency or (iii) a Dollar Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of if such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance is a Letter of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 1 contract
Samples: Credit Agreement (Heidrick & Struggles International Inc)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable impossible for the applicable Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable BorrowerBorrower or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Banks, as the case may beIssuing Bank, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date (provided that the Administrative Agent has given the Borrower at least one (1) Business Day’s notice of such determination; if the Borrower has received less than one (1) Business Day’s notice of such determination the Borrower may notify the Administrative Agent on such date) that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances would Loans would, in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan BorrowingRequired Lenders, be practicable possible and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, Borrowing Request or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicable, the case may be or (iib) in the reasonable opinion if such Credit Event is a Letter of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCredit, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date (provided that the Administrative Agent has given the Borrower at least one (1) Business Day’s notice of such determination; if the Borrower has received less than one (1) Business Day’s notice of such determination the Borrower may notify the Administrative Agent on such date) that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Bank, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable possible and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
Appears in 1 contract
Samples: Credit Agreement (Cytyc Corp)
Market Disruption. Notwithstanding the satisfaction of all conditions referred to in Article III II and this Article II IV with respect to any Borrowing Credit Event to be effected in any Agreed Currency other than DollarsForeign Currency, if (i) there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Credit Event any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersAdministrative Agent, the Majority Local Currency Banks any Issuing Bank (in the case if such Credit Event is a Letter of a Local Currency Borrowing), the Agent Credit) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Borrowings or Letters of Credit comprising such Borrowing Credit Event to be denominated in the Agreed Currency specified by the applicable Company, on behalf of itself or the Canadian Borrower, or (ii) an Equivalent Amount of such currency is not readily calculable, then the Administrative Agent shall forthwith give notice thereof to such the Company, on behalf of itself or the Canadian Borrower, the Local Currency Banks and the BanksLenders and, or the applicable Borrower shall give notice to the Agentif such Credit Event is a Letter of Credit, the Local Currency Banks and the Issuing Banks, as the case may be, and such Eurocurrency Rate Advances Credit Events shall not be denominated in such currency Agreed Currency but shall shall, except as otherwise set forth in Section 2.07, be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Credit Event in Dollars, (a) if such Credit Event is a Borrowing to be made to the Company, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, request for a Credit Event or the Dollar Amount of the Advances being continued, Converted or RedenominatedInterest Election Request, as applicablethe case may be, as Base Rate AdvancesABR Loans, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the reasonable opinion of the Agent, Administrative Agent and the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice request for a Credit Event or Interest Election Request, as the case may be or (b) if such Credit Event is a Letter of Borrowing, or Credit to be issued for the Dollar Amount account of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicableCompany, in Dollars, in an aggregate principal a face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related request or application for such Letter of such Bank’s Advance, as a Base Rate AdvanceCredit, unless the applicable Borrower Company notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow request the issuance of such Letter of Credit on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow have such Letter of Credit issued on such date in a different Agreed Currency, or continue as the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currencycase may be, in which the denomination of all such Advances as part Letter of such Borrowing Credit would in the reasonable opinion of the AgentIssuing Banks, the Majority Local Currency Banks (in Administrative Agent and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal face amount equal to the Dollar Amount of the aggregate principal face amount specified in the related Notice request or application for such Letter of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedCredit, as applicablethe case may be.
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Samples: Credit Agreement (G&k Services Inc)
Market Disruption. Notwithstanding the satisfaction of all ----------------- conditions referred to in Article III and this Article II with respect to any Borrowing Advance in ---------- any Agreed Currency other than DollarsDollars or any Alternate Currency, as applicable, if there shall occur on or prior to the date of such Borrowing, or the continuation, Conversion or Redenomination of such Borrowing in or to an Agreed Currency other than Dollars, Advance any change in national or international financial, political or economic conditions or currency exchange rates, rates or exchange controls or interest rate quotation sources which would (i) in the reasonable opinion of the BorrowersBorrower, any Alternate Currency Borrower, any Alternate Currency Bank, the Majority Local Currency Banks (in the case of a Local Currency Borrowing), the Administrative Agent or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders make it impracticable for the Eurocurrency Rate Advances Loans or Alternate Currency Loans comprising such Borrowing Advance to be denominated in the Agreed Currency or Alternate Currency, as applicable, specified by the applicable Borrower, then the Administrative Agent shall forthwith give notice thereof to such Borrower, the Local such Alternate Currency Banks Bank and the BanksLenders, or the applicable Borrower shall give notice to the Administrative Agent, the Local such Alternate Currency Banks Bank and the BanksLenders, as the case may be, and such Eurocurrency Rate Advances Loans or Alternate Currency Loans shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, on the date of such continuation, Conversion or Redenomination, Borrowing Date in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or RedenominatedBorrowing Notice, as applicable, as Base Floating Rate AdvancesLoans, unless the applicable Borrower notifies the Administrative Agent at least one (1) Business Day before such date that (xi) in the case of a requested Borrowing, it elects not to borrow on such date or (yii) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency or Alternate Currency, or continue as the applicable Advances in, or Convert or Redenominate the applicable Advances to, a different Agreed Currencycase may be, in which the denomination of such Advances Loans would in the opinion of the Administrative Agent, the Majority Local applicable Alternate Currency Banks (in Bank, if applicable, and the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, Required Lenders be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicable, or (ii) in the reasonable opinion of any Bank, make it impracticable for the Eurocurrency Rate Advance of such Bank comprising part of such Borrowing to be denominated in the Agreed Currency specified by the applicable Borrower, then the Agent shall forthwith give notice thereof to such Borrower, and the Eurocurrency Rate Advance of such Bank as part of such Borrowing shall not be denominated in such currency but shall be made on the date of such Borrowing, or continued, Converted or Redenominated, as applicable, in Dollars, in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount of such Bank’s Advance, as a Base Rate Advance, unless the applicable Borrower notifies the Agent at least one (1) Business Day before such date that (x) in the case of a requested Borrowing, it elects not to borrow on such date or (y) in the case of a requested Borrowing, continuation, Conversion or Redenomination, it elects to borrow on such date in a different Agreed Currency, or continue the applicable Advances as, or Convert or Redenominate the applicable Advances to a different Agreed Currency, in which the denomination of all such Advances as part of such Borrowing would in the opinion of the Agent, the Majority Local Currency Banks (in the case of a Local Currency Borrowing) or the Banks having at least 66-2/3% of the Available Revolving Credit Commitments, in the case of a Revolving Credit Borrowing, or 66-2/3% of the then aggregate outstanding Term Loan Advances, in the case of a Term Loan Borrowing, be practicable and in an aggregate principal amount equal to the Dollar Amount of the aggregate principal amount specified in the related Notice of Borrowing, or the Dollar Amount of the Advances being continued, Converted or Redenominated, as applicableNotice.
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