Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 10 contracts
Samples: Revolving Credit and Security Agreement (Emerge Energy Services LP), Senior Secured Priming and Superpriority Debtor in Possession Credit and Security Agreement (Emerge Energy Services LP), Revolving Credit and Security Agreement (Emerge Energy Services LP)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties event interest and other charges as computed hereunder would otherwise exceed the highest rate permitted under Applicable Law: (a) the interest rates hereunder will be reduced to comply strictly with applicable usury laws. Accordingly, no the maximum rate change permitted under Applicable Law; (b) such excess amount shall be put into effect that first applied to any unpaid principal balance owed by Borrowers; and (c) if then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. If any provision of this Agreement would oblige a Canadian Loan Party to make any payment of interest or other amount payable to any Lender in an amount or calculated at a rate which would be prohibited by Applicable Law or would result in a receipt by that Lender of “interest” at a “criminal rate” (as such terms are construed under the Criminal Code (Canada)), then, notwithstanding such provision, such amount or rate greater than the highest rate permitted by law. Notwithstanding anything shall be deemed to have been adjusted with retroactive effect to the contrary contained in this Agreement maximum amount or in any Other Document, all agreements which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature rate of interest, additional interest and other charges exceed as the applicable limits imposed case may be, as would not be so prohibited by any applicable usury laws. If any payments law or so result in the nature a receipt by that Lender of “interest” at a “criminal rate”, additional interest and other charges made under this Agreement or any Other Document are held such adjustment to be in excess of effected, to the limits imposed extent necessary (but only to the extent necessary), as follows: (i) first, by any applicable usury laws, it is agreed that any such reducing the amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest required to be charged paid to the affected Lender under this Agreement than is presently allowed Section; and (ii) thereafter, by applicable state or federal lawreducing any fees, then the limitation of interest hereunder shall commissions, costs, expenses, premiums and other amounts required to be increased paid to the maximum rate affected Lender which would constitute interest for purposes of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws section 347 of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Criminal Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations(Canada).
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement (Williams Industrial Services Group Inc.), Revolving Credit and Security Agreement (Williams Industrial Services Group Inc.)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, (a) In no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges charged hereunder exceed the applicable limits imposed by any applicable usury lawshighest rate permissible under Applicable Law (the “Maximum Rate”). If any payments in In the nature of interest, additional event interest and other charges made as computed hereunder would otherwise exceed the Maximum Rate (i) the interest rates hereunder will be reduced to the Maximum Rate; (ii) such excess amount shall be first applied to any unpaid principal balance owed by Borrowers; and (iii) if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate.
(b) Notwithstanding any contrary provisions contained herein, (i) the Maximum Rate shall be calculated on the basis of the actual number of days elapsed over a year of 365 or 366 days, as the case may be; (ii) in determining whether the interest hereunder exceeds interest at the Maximum Rate, the total amount of interest shall be spread throughout the entire term of this Agreement until its payment in full; (iii) if at any time the interest rate chargeable under this Agreement would exceed the Maximum Rate, thereby causing the interest payable under this Agreement to be limited to the Maximum Rate, then any subsequent reductions in the interest rate(s) shall not reduce the rate of interest charged under this Agreement below the Maximum Rate until the total amount of interest accrued from and after the date of this Agreement equals the amount of interest which would have accrued if the interest rate(s) had at all times been in effect; and (iv) if Lenders ever charge or receive anything of value which is deemed to be interest under applicable law, and if the occurrence of any event, including acceleration of maturity of Obligations owing to such Lender, should cause such interest to exceed the maximum lawful amount, any amount which exceeds interest at the Maximum Rate shall be applied to the reduction of the unpaid principal balance under this Agreement or any Other Document other Indebtedness owed to Lenders by Borrowers, and if this Agreement and such other Indebtedness are held to be paid in excess of the limits imposed by full, any applicable usury laws, it is agreed that any such amount held to be in remaining excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among paid to Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 2 contracts
Samples: Revolving Loan Credit Agreement (Servicesource International, Inc.), Revolving Loan Credit Agreement
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under law, such excess amount shall be first applied to any unpaid principal balance owed by lawBorrowers, and if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among BorrowersCredit Parties, Agent and the Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Credit Parties and Agent. This provision In addition, unless preempted by federal law, the Revolving Interest Rate or Default Rate, as applicable, from time to time in effect hereunder may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code, as amended from time to time. The foregoing provisions shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Borrowers and Agent and the Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof shall be payable in accordance with Section 2.5 hereof3.1 of this Agreement. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, Borrowers upon Agent’s request, request such Lender’s Revolving Advance Commitment Percentage Percentage, of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement (Englobal Corp), Revolving Credit and Security Agreement (Flotek Industries Inc/Cn/)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted by law. Notwithstanding anything under Applicable Law: (i) the interest rates hereunder will be reduced to the contrary contained in this Agreement or in maximum rate permitted under Applicable Law; (ii) such excess amount shall be first applied to any Other Documentunpaid principal balance owed by Borrowers; and (iii) if the then remaining excess amount is greater than the previously unpaid principal balance, all agreements which either now are or which Lenders shall become agreements among Borrowerspromptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. Without limiting the generality of the foregoing, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments aggregate “interest” (as defined in Section 347 of the nature of interestCriminal Code (Canada), additional interest and other charges exceed R.S.C. 1985, c. C-46, as the applicable limits imposed same shall be amended, replaced or re-enacted from time to time) payable by any applicable usury laws. If Canadian Loan Party to Agent or any payments in the nature of interest, additional interest and other charges made Lender under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by effective annual rate of interest on the “credit advanced” (as defined in that Section) under this Agreement or such Other Document lawfully permitted under that Section and, if any applicable usury lawspayment, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded collection or waived and shall control every other provision of demand pursuant to this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or in respect of “interest” (as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time defined in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law that section) is amended in the future to allow a greater rate of interest determined to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased contrary to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 3.6, such payment, collection or demand shall be deemed to have been made without any intent to offend such Section but rather shall be deemed to have been made by mutual mistake of Agent or the Lender and such Loan Party and the amount of such payment or collection shall be applied or refunded in accordance with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the ObligationsSection 3.6.
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement (Build-a-Bear Workshop Inc), Revolving Credit and Security Agreement (Build a Bear Workshop Inc)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything notwithstanding any provision to the contrary contained in this Agreement or the Other Documents, in no event shall any Obligations require the payment or permit the payment, taking, reserving, receiving, collection or charging of any sums constituting interest under Applicable Laws that exceed the maximum amount permitted by such laws, as the same may be amended or modified from time to time (the “Maximum Rate”). If any such excess interest is called for, contracted for, charged, taken, reserved or received in connection herewith or therewith, or in any Other Documentcommunication by Agent, any Lender or any other Person to Borrower, any Guarantor or any other Person liable for the Obligations, or in the event that all or part of the principal or interest hereof or thereof shall be prepaid or accelerated, so that under any of such circumstances or under any other circumstance whatsoever the amount of interest contracted for, charged, taken, reserved or received on the amount of principal actually outstanding from time to time under the Obligations shall exceed the Maximum Rate, then in such event it is agreed that:
(a) the provisions of this paragraph shall govern and control; (b) neither Borrower, any Guarantor nor any other Person now or hereafter liable for the payment of any of the Obligations shall be obligated to pay the amount of such interest to the extent it is in excess of the Maximum Rate; (c) any such excess interest which is or has been received by Agent or any Lender, notwithstanding this paragraph, shall be credited against the then unpaid principal balance of the Obligations (or, if the principal amount of the Obligations shall have been paid in full, refunded by Lenders to the party primarily liable on the Obligation, and each Lender shall refund its pro rat share of such interest); and (d) the provisions of this Agreement and the Obligations, and any other communication to Borrower or any Guarantor, shall immediately be deemed reformed and such excess interest reduced, without the necessity of executing any other document, to the Maximum Rate. The right to accelerate the maturity of the Obligations does not include the right to accelerate, collect or charge unearned interest, but only such interest that has otherwise accrued as of the date of acceleration. Without limiting the foregoing, all agreements calculations of the rate of interest contracted for, charged, taken, reserved or received in connection with any of the Obligations which are made for the purpose of determining whether such rate exceeds the Maximum Rate shall be made to the extent permitted by Applicable Laws by amortizing, prorating, allocating and spreading during the period of the full term of such Obligations, including all prior and subsequent renewals and extensions hereof or thereof, all interest at any time contracted for, charged, taken, reserved or received by Agent or any Lender. To the extent that either now are Chapter 303 or which shall become agreements among Borrowers306, or both, of the Texas Finance Code apply in determining the Maximum Rate, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed elect to determine the applicable limits imposed rate ceiling by any applicable usury laws. If any payments in using the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate weekly ceiling from time to time in effect under this Agreement effect, subject to Agent’s right subsequently to change such method in accordance with Applicable Law, as the same may not exceed the “weekly ceiling” be amended or modified from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligationstime.
Appears in 2 contracts
Samples: Revolving Credit, Term Loan and Security Agreement (Geokinetics Inc), Revolving Credit, Capex Loan and Security Agreement (Geokinetics Inc)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code Code, as amended from time to time (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 2.6 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement, Revolving Credit and Security Agreement (Emerge Energy Services LP)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted by law. Notwithstanding anything under Applicable Law: (i) the interest rates hereunder will be reduced to the contrary contained in this Agreement or in maximum rate permitted under Applicable Law; (ii) such excess amount shall be first applied to any Other Documentunpaid principal balance owed by Borrowers; and (iii) if the then remaining excess amount is greater than the previously unpaid principal balance, all agreements which either now are or which Lenders shall become agreements among Borrowers, Agent promptly refund such excess amount to Borrowers and Lenders are hereby limited so that in no contingency or event whatsoever the provisions hereof shall the total liability be deemed amended to provide for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury lawssuch permissible rate. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, would oblige any Loan Party to make any payment of interest or other amount payable to the Agent and Lenders, or their respective successors and assigns. Unless preempted any Lender in an amount or calculated at a rate which would be prohibited by federal law or would result in a receipt by the Agent or such Lender of “interest” at a “criminal rate” (as permitted such terms are construed under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Criminal Code (the “Texas Finance Code”Canada). If the applicable state ), then, notwithstanding such provision, such amount or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest allowed interest, as the case may be, as would not be so prohibited by applicable state Applicable Law or federal law as amended, which increase shall be effective hereunder on the effective date so result in a receipt by Agent or such Lender of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to “interest” at a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request“criminal rate”, such Lender’s Commitment Percentage of such interest adjustment to be refundedeffected, to the extent necessary (but only to the extent necessary), as determined follows: first, by Agentreducing the amount or rate of interest, and, thereafter, by reducing any fees, commissions, costs, expenses, premiums and other amounts required to be paid to the Agent or such affected Lender which would constitute interest for purposes of section 347 of the Criminal Code (Canada).
19. As provided The last complete paragraph of Section 3.10 of the Credit Agreement is hereby deleted in Section 16.1 hereof, this Agreement its entirety and in its stead is inserted the following: The foregoing provisions shall be governed by, and construed in accordance with, apply to all Loan Parties (with such changes as the context may require for all such Loan Parties not formed or existing under the laws of the State United States of New York without regard to conflict of law provisionsAmerica or a state thereof) other than the UK Borrower, Davy Roll and the Swedish Borrowers. The provisions of this Section 3.6 with Schedule 3.10 shall apply in respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or payments made by any of the ObligationsUK Borrower, Davy Roll or any other Relevant Obligor (as defined in Schedule 3.10).
20. Section 4.2 of the Credit Agreement is hereby deleted in its entirety and in its stead is inserted the following:
Appears in 2 contracts
Samples: Revolving Credit and Security Agreement, Revolving Credit and Security Agreement (Ampco Pittsburgh Corp)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under Applicable Law: (a) the interest rates hereunder will be reduced to the maximum rate permitted under Applicable Law; (b) such excess amount shall be first applied to any unpaid principal balance owed by lawBorrower; and (c) if the then remaining excess amount is greater than the previously unpaid principal balance, Lender shall promptly refund such excess amount to Borrower and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything to the contrary contained in this Agreement or in any Other Loan Document, all agreements which either now are or which shall become agreements among Borrowers, Agent Loan Parties and Lenders Lender are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Loan Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Loan Parties and AgentLender. This provision The foregoing provisions shall never be superseded or waived and shall control every other provision of this Agreement or any Other Loan Document and all agreements among Borrowers, Agent Borrower and LendersLender, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation 3.1 of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything notwithstanding any provision to the contrary contained in this Agreement or the Other Documents, in no event shall any Obligations require the payment or permit the payment, taking, reserving, receiving, collection or charging of any sums constituting interest under Applicable Laws that exceed the maximum amount permitted by such laws, as the same may be amended or modified from time to time (the “Maximum Rate”). If any such excess interest is called for, contracted for, charged, taken, reserved or received in connection herewith or therewith, or in any Other Documentcommunication by Agent, any Lender or any other Person to any Borrower, any Guarantor or any other Person liable for the Obligations, or in the event that all or part of the principal or interest hereof or thereof shall be prepaid or accelerated, so that under any of such circumstances or under any other circumstance whatsoever the amount of interest contracted for, charged, taken, reserved or received on the amount of principal actually outstanding from time to time under the Obligations shall exceed the Maximum Rate, then in such event it is agreed that:
(a) the provisions of this paragraph shall govern and control; (b) neither any Borrower, any Guarantor nor any other Person now or hereafter liable for the payment of any of the Obligations shall be obligated to pay the amount of such interest to the extent it is in excess of the Maximum Rate; (c) any such excess interest which is or has been received by Agent or any Lender, notwithstanding this paragraph, shall be credited against the then unpaid principal balance of the Obligations (or, if the principal amount of the Obligations shall have been paid in full, refunded by Lenders to the party primarily liable on the Obligation, and each Lender shall refund its pro rata share of such interest); and (d) the provisions of this Agreement and the Obligations, and any other communication to any Borrower or any Guarantor, shall immediately be deemed reformed and such excess interest reduced, without the necessity of executing any other document, to the Maximum Rate. The right to accelerate the maturity of the Obligations does not include the right to accelerate, collect or charge unearned interest, but only such interest that has otherwise accrued as of the date of acceleration. Without limiting the foregoing, all agreements calculations of the rate of interest contracted for, charged, taken, reserved or received in connection with any of the Obligations which are made for the purpose of determining whether such rate exceeds the Maximum Rate shall be made to the extent permitted by Applicable Laws by amortizing, prorating, allocating and spreading during the period of the full term of such Obligations, including all prior and subsequent renewals and extensions hereof or thereof, all interest at any time contracted for, charged, taken, reserved or received by Agent or any Lender. To the extent that either now are Chapter 303 or which shall become agreements among Borrowers306, or both, of the Texas Finance Code apply in determining the Maximum Rate, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed elect to determine the applicable limits imposed rate ceiling by any applicable usury laws. If any payments in using the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate weekly ceiling from time to time in effect under this Agreement effect, subject to Agent’s right subsequently to change such method in accordance with Applicable Law, as the same may not exceed the “weekly ceiling” be amended or modified from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligationstime.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Horizon Offshore Inc)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under law, such excess amount shall be first applied to any unpaid principal balance owed by lawBorrowers, and if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything In no event shall the aggregate "interest" (as defined in Section 347 of the Criminal Code (Canada), as amended or replaced from time to the contrary contained in time) payable under this Agreement exceed the effective annual rate of interest on the "credit advanced" (as defined in that section) under this Agreement lawfully permitted under that section. To the extent that any payment or in any Other Documentdemand under this Agreement is determined to be contrary to that section, all agreements which either now are such payment or which demand shall become agreements among Borrowersbe deemed to have been made by mutual mistake of the applicable Borrower, Agent and Lenders are hereby limited so that in no contingency or and the amount of any such payment (to such extent) shall be repaid to such Borrower. For purposes of this Agreement, the effective annual rate of interest shall be determined over the term of the Loan on the basis of annual compounding. In the event whatsoever shall of dispute, a certificate of a Fellow of the total liability for payments Canadian Institute of Actuaries appointed by Agent will be conclusive in the nature absence of interest, additional interest and other charges exceed manifest error for the applicable limits imposed by purposes of such determination. No Borrower shall have any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement action against Agent or any Other Document are held to be Lender for any damages whatsoever arising out of the payment or collection of any amounts in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held amounts of interest lawfully permitted to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to the Criminal Code (Canada). The parties agree that (i) the principle of deemed reinvestment of interest shall not apply to any interest calculation under this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage and (ii) the rates of such interest stipulated in this Agreement are intended to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, nominal rates and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents effective rates or any of the Obligationsyields.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Vista Information Solutions Inc)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among BorrowersIssuers, Agent and Lenders Noteholders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Issuers and Agentthe Noteholders. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among BorrowersIssuers, Agent and LendersNoteholders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Noteholders by reason thereof shall be payable in accordance with Section 2.5 3.1 hereof. If by operation of this provision, Borrowers Issuers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender Noteholder agrees that it shall pay to Borrowing AgentIssuer Representative, upon AgentIssuer Representative’s request, such LenderNoteholder’s Commitment Applicable Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Samples: Second Lien Note Purchase Agreement (Emerge Energy Services LP)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under law (such rate, the parties to comply strictly with applicable usury laws“Maximum Lawful Rate”). Accordingly, no rate change shall be put into effect that In the event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under law, such excess amount shall be first applied to any unpaid principal balance owed by law. Notwithstanding anything Borrowers, and if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate; provided, however, that if at any time thereafter the rate of interest payable hereunder is less than the Maximum Lawful Rate, Borrowers shall continue to pay interest hereunder at the Maximum Lawful Rate until such time as the total interest received by Administrative Agent, on behalf of Lenders, is equal to the contrary contained total interest that would have been received had the interest rate payable hereunder been (but for the operation of this paragraph) the interest rate payable since the Closing Date as otherwise provided in this Agreement or in any Other DocumentAgreement. Thereafter, all agreements which either now are or which interest hereunder shall become agreements among Borrowers, Agent be paid at the rate(s) of interest and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature manner provided in Sections 3.1, unless and until the rate of interestinterest again exceeds the Maximum Lawful Rate, additional interest and other charges exceed the applicable limits imposed by any applicable usury lawsat that time this paragraph shall again apply. If any payments the Maximum Lawful Rate is calculated pursuant to this paragraph, such interest shall be calculated at a daily rate equal to the Maximum Lawful Rate divided by the number of days in the nature year in which such calculation is made. If, notwithstanding the provisions of interestthis Section 3.5, additional a court of competent jurisdiction shall finally determine that a Lender has received interest and other charges made under this Agreement or any Other Document are held to be hereunder in excess of the limits imposed by any applicable usury lawsMaximum Lawful Rate, it is agreed that any such amount held Lender shall deliver such excess to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Administrative Agent and LendersAdministrative Agent shall, or their respective successors to the extent permitted by Applicable Law, promptly apply such excess to repay the outstanding Advances and assigns. Unless preempted by federal law thereafter shall refund any excess to Borrowers or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement a court of competent jurisdiction may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligationsotherwise order.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Comforce Corp)
Maximum Charges. It is In no event whatsoever shall interest and other charges hereunder exceed the intention highest rate permissible under law. If such interest and other charges would otherwise exceed such rate, such excess amount shall be first applied pro-rata to any unpaid principal balance of the parties to comply strictly with applicable usury laws. AccordinglyNote, no rate change shall be put into effect that would result in a rate and if the then remaining excess amount is greater than the highest rate permitted previously unpaid principal balance, Lenders shall promptly refund such excess amount to Debtor and the provisions hereof shall be deemed amended to provide for such permissible rate. To the extent it may lawfully do so, the Debtor hereby agrees not to insist upon or plead or in any manner whatsoever claim, and will resist any and all efforts to be compelled to take the benefit or advantage of, usury laws wherever enacted, now or at any time hereafter in force, in connection with any claim, action or proceeding that may be brought by lawLenders in order to enforce any right or remedy under any Transaction Document. Notwithstanding anything any provision to the contrary contained in this Agreement or in any Other Transaction Document, all agreements which either now are or which shall become agreements among Borrowers, Agent it is expressly agreed and Lenders are hereby limited so provided that in no contingency or event whatsoever shall the total liability of the Debtor under the Transaction Documents for payments in the nature of interest shall not exceed the maximum lawful rate authorized under applicable law (the “Maximum Rate”), and, without limiting the foregoing, in no event shall any rate of interest or default interest, additional interest and or both of them, when aggregated with any other charges exceed the applicable limits imposed by any applicable usury laws. If any payments sums in the nature of interest, additional interest and other charges made that the Debtor may be obligated to pay under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it Transaction Documents exceed such Maximum Rate. It is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to if the maximum contract rate of interest allowed by law and applicable state to the Transaction Documents is increased or federal decreased by statute or any official governmental action subsequent to the date hereof, the new maximum contract rate of interest allowed by law as amendedwill be the Maximum Rate applicable to the Transaction Documents from the Initial Closing Date thereof forward, which increase shall be effective hereunder on unless such application is precluded by applicable law. If under any circumstances whatsoever, interest in excess of the effective date of such amendment, and all interest charges owing Maximum Rate is paid by the Debtor to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to indebtedness evidenced by the Texas Finance Code are included solely out Transaction Documents, such excess shall be applied by Lenders to the unpaid principal balance of an abundance of caution and shall not any such indebtedness or be construed refunded to mean that any provisions of Texas law are in any way applicable to this Agreementthe Debtor, the Other Documents or any manner of the Obligationshandling such excess to be at Lenders’ election.
Appears in 1 contract
Samples: Loan Agreement (Reign Sapphire Corp)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among Borrowersany Borrower, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, any Borrower and Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate Rate, or Term Loan Interest Rate, from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code Code, as amended from time to time (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof shall be payable in accordance with Section 2.5 2.6 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, Borrowers upon Agent’s request, request such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Samples: Revolving Credit, Term Loan and Security Agreement (NYTEX Energy Holdings, Inc.)
Maximum Charges. It In no event whatsoever shall interest and other charges charged hereunder exceed the highest rate permissible under law. In the event interest and other charges as computed hereunder would otherwise exceed the highest rate permitted under law, such excess amount shall be first applied to any unpaid principal balance owed by Borrower, and if the then remaining excess amount is greater than the intention of previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrower and the parties provisions hereof shall be deemed amended to provide for such permissible rate. Borrower, Agent, and Lenders intend to strictly comply strictly with all applicable laws, including applicable usury laws. Accordingly, no rate change the provisions of this Section 3.5 shall govern and control over every other provision of this Agreement or any other Other Document which conflicts or is inconsistent with this Section 3.5, even if such provision declares that it controls. As used in this Section 3.5, the term “interest” includes the aggregate of all charges, fees, benefits or other compensation which constitute interest under Applicable Law, provided that, to the maximum extent permitted by Applicable Law, (a) any non-principal payment shall be put into effect that would result in a rate greater characterized as an expense or as compensation for something other than the highest use, forbearance, or detention of money and not as interest, and (b) all interest at any time contracted for, reserved, charged or received shall be amortized, prorated, allocated, and spread, in equal parts, during the full term of the Obligations. In no event shall Borrower or any other Person be obligated to pay, or Agent or any Lender have any right or privilege to reserve, receive, or retain, (a) any interest in excess of the maximum amount of nonusurious interest permitted under the laws of the State of Delaware or of any other applicable state, or (b) total interest in excess of the amount which a Lender could lawfully have contracted for, reserved, received, retained, or charged had the interest been calculated for the full term of the Obligations at the Maximum Rate. On each day, if any, that the interest rate permitted (the “Stated Rate”) stipulated by lawthis Agreement or any Other Document exceeds the Maximum Rate, the rate at which interest shall accrue shall automatically be fixed by operation of this sentence at the Maximum Rate for that day, and shall remain fixed at the Maximum Rate for each day thereafter until the total amount of interest accrued equals the total amount of interest which would have accrued if there were no such ceiling rate as is imposed by this sentence. Notwithstanding anything Thereafter, interest shall accrue at the Stated Rate unless and until the Stated Rate again exceeds the Maximum Rate when the provisions of the immediately preceding sentence shall again automatically operate to limit the contrary interest accrual rate. None of the terms and provisions contained in this Agreement or in any Other DocumentDocument which directly or indirectly relate to interest shall ever be construed without reference to this Section 3.5, all agreements which either now are or which shall become agreements among Borrowersbe construed to create a contract to pay for the use, Agent and Lenders are hereby limited so that in no contingency forbearance or event whatsoever shall the total liability for payments in the nature detention of interest, additional money at an interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be rate in excess of the limits imposed Maximum Rate. If the term of any Obligation is shortened by reason of acceleration of maturity as a result of any Event of Default or by any applicable usury lawsother cause, or by reason of any required or permitted prepayment, and if for that (or any other) reason Agent or a Lender or at any time, including but not limited to, the stated maturity, is owed or receives (and/or has received) interest in excess of interest calculated at the Maximum Rate, then and in any such event all of any such excess interest shall be canceled automatically as of the date of such acceleration, prepayment or other event which produces the excess, and, if such excess interest has been paid to Agent or such Lender, it is agreed that any shall be credited pro tanto against the outstanding principal balance of Borrower’s obligations to Agent or such amount held Lender, effective as of the date or dates when the event occurs which causes it to be in excess interest, until such excess is exhausted or all of such principal has been fully paid and satisfied, whichever occurs first, and any remaining balance of such excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time promptly refunded to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligationsits payor.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Ante5, Inc.)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. (a) Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, no interest rate or amount of interest contracted for, charged or received (after taking into account any and all agreements fees, charges or other amounts which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that constitute interest under Applicable Law) specified in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held shall at any time exceed the Maximum Rate or the maximum amount thereof that would result from the Maximum Rate. If at any time the Contract Rate (after taking into account any and all fees, charges and other amounts which constitute interest under Applicable Law) for any Obligation shall exceed the Maximum Rate, thereby causing the interest accruing on such Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Obligation shall not reduce the rate of interest on such Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Obligation equals the aggregate amount of interest which would have accrued on such Obligation if the Contract Rate for such Obligation had at all times been in effect.
(b) Notwithstanding anything to the contrary contained in this Agreement or the Other Documents, none of the terms and provisions of this Agreement or the Other Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the limits imposed by Maximum Rate; and neither Agent nor any applicable usury lawsLender shall ever charge, it is agreed receive, take, collect, reserve or apply, as interest on the Obligations, any amount in excess of the Maximum Rate. The parties hereto agree that any interest, charge, fee, expense or other obligation provided for in this Agreement or in the Other Documents which constitutes interest under applicable law shall be, ipso facto and under any and all circumstances, limited or reduced to an amount equal to the lesser of (i) the amount of such interest, charge, fee, expense or other obligation that would be payable in the absence of this Section 3.6 or (ii) an amount, which when added to all other interest payable under this Agreement and the Other Documents, equals the Maximum Rate. If, notwithstanding the foregoing, Agent or any Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount held to which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Obligations and treated hereunder as such; and if the Obligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be considered paid to Borrower or the other appropriate Loan Party. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, each Loan Party, Agent and Lenders shall, to the maximum extent permitted by Applicable Law, (A) characterize any nonprincipal payment of principal hereunderas an expense, fee or premium rather than as interest, (B) exclude voluntary prepayments and the effects thereof, and (C) amortize, prorate, allocate and spread in equal or unequal parts the indebtedness evidenced hereby shall be reduced by such total amount of interest throughout the entire contemplated term of the Obligations, or applicable portions thereof, so that the total liability for payments in the nature of interest, additional interest and other charges shall rate does not exceed the applicable limits imposed Maximum Rate at any time during the term of the Obligations; provided, however, that, if the unpaid principal balance is paid and performed in full prior to the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Rate, Agent and/or Lenders, as appropriate, shall refund to Borrower or the other appropriate Loan Party the amount of such excess and, in such event, Agent and Lenders shall not be subject to any penalties provided by any applicable usury lawslaws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in compliance with excess of the desires Maximum Rate.
(c) Pursuant to Chapter 346 of Borrowers the Texas Finance Code, as amended, Loan Parties agree that such Chapter 346 (which regulates certain revolving credit loan accounts and Agent. This provision revolving tri-party accounts) shall never be superseded not govern or waived and shall control every other provision of in any manner apply to this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Samples: Revolving Credit, Term Loan and Security Agreement (Vision-Ease Lens CORP)
Maximum Charges. It is (a) In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted by law. Notwithstanding anything under Applicable Law:
(i) the interest rates hereunder will be reduced to the contrary contained in this Agreement or in maximum rate permitted under Applicable Law; (ii) such excess amount shall be first applied to any Other Documentunpaid principal balance owed by Borrowers; and (iii) if the then remaining excess amount is greater than the previously unpaid principal balance, all agreements which either now are or which Lenders shall become agreements among Borrowers, Agent promptly refund such excess amount to Borrowers and Lenders are hereby limited so that in no contingency or event whatsoever the provisions hereof shall the total liability be deemed amended to provide for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. such permissible rate.
(b) If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or of any of the Other Document and all agreements among Borrowers, Documents would obligate any Loan Party to make any payment of interest or other amount payable to Agent and Lenders, or their respective successors and assigns. Unless preempted Lenders in an amount or calculated at a rate which would be prohibited by federal law or would result in a receipt by Agent or Lenders of interest at a criminal rate (as permitted such terms are construed under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Criminal Code (Canada)) then, notwithstanding such provisions, such amount or rate shall be deemed to have been adjusted with retroactive effect to the “Texas Finance Code”). If maximum amount or rate of interest, as the applicable state case may be, as would not be so prohibited by law or federal law is amended so result in a receipt by Agent or Lenders of interest at a criminal rate, such adjustment to be effected, to the future to allow a greater extent necessary, as follows: (1) first, by reducing the amount or rate of interest required to be charged paid to Agent or Lenders under this Agreement than is presently allowed Article III, and (2) thereafter, by applicable state reducing any fees, commissions, premiums and other amounts required to be paid to Agent or federal lawLenders which would constitute “interest” for purposes of Section 347 of the Criminal Code (Canada). Notwithstanding the foregoing, then and after giving effect to all adjustments contemplated thereby, if Agent or Lenders shall have received an amount in excess of the limitation maximum permitted by that section of interest hereunder the Criminal Code (Canada), Loan Parties shall be increased entitled, by notice in writing to the maximum Agent, to obtain reimbursement from Lenders in an amount equal to such excess and, pending such reimbursement, such amount shall be deemed to be an amount payable by Lenders to Loan Parties. Any amount or rate of interest allowed by applicable state or federal law as amended, which increase referred to in this Section 3.6(b) shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable determined in accordance with Section 2.5 hereof. If by operation generally accepted actuarial practices and principles as an effective annual rate of this provisioninterest over the term that the applicable loan remains outstanding on the assumption that any charges, Borrowers would be entitled fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) shall, if they relate to a refund specific period of interest paid pursuant time, be pro-rated over that period of time and otherwise be pro-rated over the period from the Closing Date to this Agreementthe last day of the Term and, each Lender agrees that it in the event of a dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by Agent shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage be conclusive for the purposes of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligationsdetermination.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Worthington Steel, Inc.)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agentthe Lenders. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Borrowing Agent’s request, such Lender’s Commitment Applicable Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Samples: Second Lien Credit and Security Agreement (Emerge Energy Services LP)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under law (such rate, the parties to comply strictly with applicable usury laws"Maximum Lawful Rate"). Accordingly, no rate change shall be put into effect that In the event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under law, such excess amount shall be first applied to any unpaid principal balance owed by law. Notwithstanding anything Borrowers, and if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate; provided, however, that if at any time thereafter the rate of interest payable hereunder is less than the Maximum Lawful Rate, Borrowers shall continue to pay interest hereunder at the Maximum Lawful Rate until such time as the total interest received by Administrative Agent, on behalf of Lenders, is equal to the contrary contained total interest that would have been received had the interest rate payable hereunder been (but for the operation of this paragraph) the interest rate payable since the Closing Date as otherwise provided in this Agreement or in any Other DocumentAgreement. Thereafter, all agreements which either now are or which interest hereunder shall become agreements among Borrowers, Agent be paid at the rate(s) of interest and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature manner provided in Sections 3.1, unless and until the rate of interestinterest again exceeds the Maximum Lawful Rate, additional interest and other charges exceed the applicable limits imposed by any applicable usury lawsat that time this paragraph shall again apply. If any payments the Maximum Lawful Rate is calculated pursuant to this paragraph, such interest shall be calculated at a daily rate equal to the Maximum Lawful Rate divided by the number of days in the nature year in which such calculation is made. If, notwithstanding the provisions of interestthis Section 3.5, additional a court of competent jurisdiction shall finally determine that a Lender has received interest and other charges made under this Agreement or any Other Document are held to be hereunder in excess of the limits imposed by any applicable usury lawsMaximum Lawful Rate, it is agreed that any such amount held Lender shall deliver such excess to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Administrative Agent and LendersAdministrative Agent shall, or their respective successors to the extent permitted by applicable law, promptly apply such excess to repay the outstanding Advances and assigns. Unless preempted by federal law thereafter shall refund any excess to Borrowers or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement a court of competent jurisdiction may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligationsotherwise order.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Comforce Corp)
Maximum Charges. It is the intention of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted by law. (a) Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, no interest rate or amount of interest contracted for, charged or received (after taking into account any and all agreements fees, charges or other amounts which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that constitute interest under Applicable Law) specified in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held shall at any time exceed the Maximum Rate or the maximum amount thereof that would result from the Maximum Rate. If at any time the Term Loans Rate (after taking into account any and all fees, charges and other amounts which constitute interest under Applicable Law) for any Obligation shall exceed the Maximum Rate, thereby causing the interest accruing on such Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Term Loans Rate for such Obligation shall not reduce the rate of interest on such Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Obligation equals the aggregate amount of interest which would have accrued on such Obligation if the Term Loans Rate for such Obligation had at all times been in effect.
(b) Notwithstanding anything to the contrary contained in this Agreement or the Other Documents, none of the terms and provisions of this Agreement or the Other Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the limits imposed by Maximum Rate; and neither Agent nor any applicable usury lawsLender shall ever charge, it is agreed receive, take, collect, reserve or apply, as interest on the Obligations, any amount in excess of the Maximum Rate. The parties hereto agree that any interest, charge, fee, expense or other obligation provided for in this Agreement or in the Other Documents which constitutes interest under applicable law shall be, ipso facto and under any and all circumstances, limited or reduced to an amount equal to the lesser of (i) the amount of such interest, charge, fee, expense or other obligation that would be payable in the absence of this Section 3.6 or (ii) an amount, which when added to all other interest payable under this Agreement and the Other Documents, equals the Maximum Rate. If, notwithstanding the foregoing, Agent or any Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount held to which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Obligations and treated hereunder as such; and if the Obligations, or applicable portions thereof, are paid in fill, any remaining excess shall promptly be considered paid to Borrower or the other appropriate Loan Party. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, each Loan Party, Agent and Lenders shall, to the maximum extent permitted by Applicable Law, (A) characterize any nonprincipal payment of principal hereunderas an expense, fee or premium rather than as interest, (B) exclude voluntary prepayments and the effects thereof, and (C) amortize, prorate, allocate and spread in equal or unequal parts the indebtedness evidenced hereby shall be reduced by such total amount of interest throughout the entire contemplated term of the Obligations, or applicable portions thereof, so that the total liability for payments in the nature of interest, additional interest and other charges shall rate does not exceed the applicable limits imposed Maximum Rate at any time during the term of the Obligations; provided, however, that, if the unpaid principal balance is paid and performed in full prior to the end of the full contemplated term thereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Rate, Agent and/or Lenders, as appropriate, shall refund to Borrower or the other appropriate Loan Party the amount of such excess and, in such event, Agent and Lenders shall not be subject to any penalties provided by any applicable usury lawslaws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in compliance with excess of the desires Maximum Rate.
(c) Pursuant to Chapter 346 of Borrowers the Texas Finance Code, as amended, Loan Parties agree that such Chapter 346 (which regulates certain revolving credit loan accounts and Agent. This provision revolving tri-party accounts) shall never be superseded not govern or waived and shall control every other provision of in any manner apply to this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Samples: Loan and Security Agreement (Vision-Ease Lens, Inc.)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under law, such excess amount shall be first applied to any unpaid principal balance owed by lawBorrowers, and if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among BorrowersCredit Parties, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Credit Parties and Agent. This provision The foregoing provisions shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Borrowers and Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof shall be payable in accordance with Section 2.5 hereof3.1 of this Agreement. If by operation of this provision, Borrowers Xxxxxxxxx would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, Borrowers upon Agent’s request, request such LenderXxxxxx’s Revolving Commitment Percentage or Term Loan Commitment Percentage, as applicable, of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, If any provision of this Agreement or Other Documents would oblige any Borrower to make any payment of interest or other amount payable to any Lender in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by that Lender of “interest” at a “criminal rate” (as such terms are construed under the Criminal Code (Canada)), then, notwithstanding such provision, such amount or rate shall be governed bydeemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by Applicable Law or so result in a receipt by that Lender of “interest” at a “criminal rate”, such adjustment to be effected, to the extent necessary (but only to the extent necessary), as follows: first, by reducing the amount or rate of interest, and, thereafter, by reducing any fees, commissions, costs, expenses, premiums and construed in accordance with, other amounts required to be paid to the laws affected Lender which would constitute interest for purposes of section 347 of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Criminal Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations(Canada).
Appears in 1 contract
Samples: Revolving Credit, Term Loan and Security Agreement (Drilling Tools International Corp)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under Applicable Law: (i) the interest rates hereunder will be reduced to the maximum rate permitted under Applicable Law; (ii) such excess amount shall be first applied to any unpaid principal balance owed by lawBorrowers; and (iii) if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among BorrowersCredit Parties, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Credit Parties and Agent. This provision The foregoing provisions shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Borrowers and Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof shall be payable in accordance with Section 2.5 hereof3.1 of this Agreement. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, Borrowers upon Agent’s request, request such Lender’s Commitment Percentage Percentage, of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, If any provision of this Agreement or Other Documents would oblige any Borrower to make any payment of interest or other amount payable to any Lender in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by that Lender of “interest” at a “criminal rate” (as such terms are construed under the Criminal Code (Canada)), then, notwithstanding such provision, such amount or rate shall be governed bydeemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by Applicable Law or so result in a receipt by that Lender of “interest” at a “criminal rate”, such adjustment to be effected, to the extent necessary (but only to the extent necessary), as follows: first, by reducing the amount or rate of interest, and, thereafter, by reducing any fees, commissions, costs, expenses, premiums and construed in accordance with, other amounts required to be paid to the laws affected Lender which would constitute interest for purposes of section 347 of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Criminal Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations(Canada).
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Mammoth Energy Services, Inc.)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under Applicable Law: (i) the interest rates hereunder will be reduced to the maximum rate permitted under Applicable Law; (ii) to the extent a payment has been made under such rate, such excess amount shall be first applied to any unpaid principal balance owed by lawLoan Parties; and (iii) if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Loan Parties and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among BorrowersLoan Parties, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunderhereunder or thereunder, and the indebtedness evidenced hereby or thereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Loan Parties and Agent. This provision In addition, unless preempted by federal law, the Revolving Interest Rate or Default Rate, as applicable, from time to time in effect hereunder may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code, as amended from time to time. The foregoing provisions shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Loan Parties and Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof accruing on and after the date hereof shall be payable in accordance with Section 2.5 hereof3.1 of this Agreement. If by operation of this provision, Borrowers Loan Parties would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, Loan Parties upon Agent’s request, request such Lender’s Revolving Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Daseke, Inc.)
Maximum Charges. It is a. If, by reason of any Applicable Laws, the intention payment to Landlord or the collection by Landlord of the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that would result in a rate greater than the highest rate permitted any Rent payable by law. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made Tenant under this Agreement or any Other Document are held to be Lease is in excess of the limits imposed Maximum Charge permitted by the Applicable Laws, then Tenant, during the Freeze Period shall not be required to pay, nor shall Landlord be permitted to collect, any applicable usury lawssum in excess of the Maximum Charge. On the earlier of (i) the expiration of the Freeze Period, it is agreed that any such amount held or (ii) the issuance of a final order or judgment of a court of competent jurisdiction declaring the Applicable Laws to be in excess shall be considered payment invalid or not applicable to the provisions of principal hereunderthis Lease, Tenant, to the extent not then proscribed by Applicable Laws, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance commencing with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 first (1st) day of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal lawnext month, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing AgentLandlord as additional Rent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, equal monthly installments during the laws balance of the State term of New York without regard this Lease, a sum equal to conflict of law provisionsthe cumulative difference between the Maximum Charges and the Lease payments during the Freeze Period. The If any provisions of this Section 3.6 with respect 24.25, or the application thereof, are declared to the Texas Finance Code are included solely out of an abundance of caution and be invalid or unenforceable, then those provisions shall not be construed deemed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or affect any of the Obligationsother provisions of this Section 24.25 or of this Lease, all of which shall be deemed valid and enforceable to the fullest extent permitted by Applicable Laws.
b. Landlord and Tenant are knowledgeable and experienced in commercial transactions and agree that the terms of this Lease for determining charges, amounts, Base Rent and Tenant's Share thereof, are commercially reasonable and valid even though such methods may not state a precise mathematical formula for determining such charges. Accordingly, Tenant voluntarily and knowingly waives all rights and benefits of Tenant under Section 93.012 of the Texas Property Code.
Appears in 1 contract
Samples: Office Lease Agreement
Maximum Charges. It is (a) In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted by law. Notwithstanding anything under Applicable Law: (i) the interest rates hereunder will be reduced to the contrary contained in this Agreement or in maximum rate permitted under Applicable Law; (ii) such excess amount shall be first applied to any Other Documentunpaid principal balance owed by Borrowers; and (iii) if the then remaining excess amount is greater than the previously unpaid principal balance, all agreements which either now are or which Lenders shall become agreements among Borrowers, Agent promptly refund such excess amount to Borrowers and Lenders are hereby limited so that in no contingency or event whatsoever the provisions hereof shall the total liability be deemed amended to provide for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. such permissible rate.
(b) If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or Other Documents would oblige any Other Document and all agreements among Borrowers, Agent and Lenders, Canadian Credit Party to make any payment of interest or their respective successors and assigns. Unless preempted other amount payable to any Lender in an amount or calculated at a rate which would be prohibited by federal law or would result in a receipt by that Lender of "interest" at a "criminal rate" (as permitted such terms are construed under the sentence immediately following this sentenceCriminal Code (Canada)), then, notwithstanding such provision, such amount or rate shall be deemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by Applicable Law or so result in a receipt by that Lender of "interest" at a "criminal rate", such adjustment to be effected, to the extent necessary (but only to the extent necessary), as follows: first, by reducing the amount or rate of interest, and, thereafter, by reducing any fees, commissions, costs, expenses, premiums and other amounts required to be paid to the affected Lender which would constitute interest for purposes of section 347 of the Criminal Code (Canada). Notwithstanding the foregoing, and after giving effect to all adjustments contemplated thereby, if a Lender shall have received an amount in excess of the maximum permitted by section 347 of the Criminal Code (Canada), the applicable Revolving Interest Rate Canadian Credit Party shall be entitled to obtain reimbursement from time such Lender in an amount equal to time in effect under such excess and, pending such reimbursement, such amount shall be deemed to be an amount payable by such Lender to such Canadian Credit Party.
(c) Any provision of this Agreement may not exceed the “weekly ceiling” from time that would oblige a Canadian Credit Party to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state pay any fine, penalty or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed on any arrears of principal or interest secured by applicable state a mortgage on real property or federal law, then hypothec on immovables that has the limitation effect of interest hereunder shall be increased to increasing the maximum charge on arrears beyond the rate of interest allowed by applicable state or federal law as amendedpayable on principal money not in arrears shall not apply to such Canadian Credit Party, which increase shall be effective hereunder required to pay interest on money in arrears at the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund same rate of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided payable on principal money not in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligationsarrears.
Appears in 1 contract
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under law, such excess amount shall be first applied to any unpaid principal balance owed by lawBorrowers, and if the then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything to the contrary contained in this Agreement or in any Other Document, all agreements which either now are or which shall become agreements among BorrowersCredit Parties, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Credit Parties and Agent. This provision The foregoing provisions shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Borrowers and Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof shall be payable in accordance with Section 2.5 hereof3.1 of this Agreement. If by operation of this provision, Borrowers Xxxxxxxxx would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, Borrowers upon Agent’s request, request such LenderXxxxxx’s Revolving Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, If any provision of this Agreement or Other Documents would oblige any Borrower to make any payment of interest or other amount payable to any Lender in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by that Lender of “interest” at a “criminal rate” (as such terms are construed under the Criminal Code (Canada)), then, notwithstanding such provision, such amount or rate shall be governed bydeemed to have been adjusted with retroactive effect to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by Applicable Law or so result in a receipt by that Lender of “interest” at a “criminal rate”, such adjustment to be effected, to the extent necessary (but only to the extent necessary), as follows: first, by reducing the amount or rate of interest, and, thereafter, by reducing any fees, commissions, costs, expenses, premiums and construed in accordance with, other amounts required to be paid to the laws affected Lender which would constitute interest for purposes of section 347 of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Criminal Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations(Canada).
Appears in 1 contract
Samples: Revolving Credit, Security and Guaranty Agreement (ROC Energy Acquisition Corp.)
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties to comply strictly with applicable usury laws. Accordingly, no rate change shall be put into effect that event interest and other charges as computed hereunder would result in a rate greater than otherwise exceed the highest rate permitted under Applicable Law: (a) the interest rates hereunder will be reduced to the maximum rate permitted under Applicable Law; (b) such excess amount shall be first applied to any unpaid principal balance owed by lawBorrower; and (c) if the then remaining excess amount is greater than the previously unpaid principal balance, Lender shall promptly refund such excess amount to Borrower and the provisions hereof shall be deemed amended to provide for such permissible rate. Notwithstanding anything to the contrary contained in this Agreement or in any Other Loan Document, all agreements which either now are or which shall become agreements among Borrowers, Agent between Borrower and Lenders Lender are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature of interest, additional interest and other charges exceed the applicable limits imposed by any applicable usury laws. If any payments in the nature of interest, additional interest and other charges made under this Agreement or any Other Loan Document are held to be in excess of the limits imposed by any applicable usury laws, it is agreed that any such amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers Borrower and AgentLender. This provision The foregoing provisions shall never be superseded or waived and shall control every other provision of this Agreement or any Other Loan Document and all agreements among Borrowers, Agent Borrower and LendersLender, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement than is presently allowed by applicable state or federal law, then the limitation of interest hereunder shall be increased to the maximum rate of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders Lender by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation 3.1 of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations.
Appears in 1 contract
Maximum Charges. It is In no event whatsoever shall interest and other charges charged hereunder exceed the intention of highest rate permissible under Applicable Law. In the parties event interest and other charges as computed hereunder would otherwise exceed the highest rate permitted under Applicable Law: (a) the interest rates hereunder will be reduced to comply strictly with applicable usury laws. Accordingly, no the maximum rate change permitted under Applicable Law; (b) such excess amount shall be put into effect that first applied to any unpaid principal balance owed by Borrowers; and (c) if then remaining excess amount is greater than the previously unpaid principal balance, Lenders shall promptly refund such excess amount to Borrowers and the provisions hereof shall be deemed amended to provide for such permissible rate. If any provision of this Agreement would oblige a Canadian Loan Party to make any payment of interest or other amount payable to any Lender in an amount or calculated at a rate which would be prohibited by Applicable Law or would result in a receipt by that Lender of “interest” at a “criminal rate” (as such terms are construed under the Criminal Code (Canada)), then, notwithstanding such provision, such amount or rate greater than the highest rate permitted by law. Notwithstanding anything shall be deemed to have been adjusted with retroactive effect to the contrary contained in this Agreement maximum amount or in any Other Document, all agreements which either now are or which shall become agreements among Borrowers, Agent and Lenders are hereby limited so that in no contingency or event whatsoever shall the total liability for payments in the nature rate of interest, additional interest and other charges exceed as the applicable limits imposed case may be, as would not be so prohibited by any applicable usury laws. If any payments law or so result in the nature a receipt by that Lender of “interest” at a “criminal rate”, additional interest and other charges made under this Agreement or any Other Document are held such adjustment to be in excess of effected, to the limits imposed extent necessary (but only to the extent necessary), as follows: (i) first, by any applicable usury laws, it is agreed that any such reducing the amount held to be in excess shall be considered payment of principal hereunder, and the indebtedness evidenced hereby shall be reduced by such amount so that the total liability for payments in the nature of interest, additional interest and other charges shall not exceed the applicable limits imposed by any applicable usury laws, in compliance with the desires of Borrowers and Agent. This provision shall never be superseded or waived and shall control every other provision of this Agreement or any Other Document and all agreements among Borrowers, Agent and Lenders, or their respective successors and assigns. Unless preempted by federal law or as permitted under the sentence immediately following this sentence, the applicable Revolving Interest Rate from time to time in effect under this Agreement may not exceed the “weekly ceiling” from time to time in effect under Chapter 303 of the Texas Finance Code (the “Texas Finance Code”). If the applicable state or federal law is amended in the future to allow a greater rate of interest required to be charged paid to the affected Lender under this Agreement than is presently allowed Section; and (ii) thereafter, by applicable state or federal lawreducing any fees, then the limitation of interest hereunder shall commissions, costs, expenses, premiums and other amounts required to be increased paid to the maximum rate affected Lender which would constitute interest for purposes of interest allowed by applicable state or federal law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all interest charges owing to Lenders by reason thereof shall be payable in accordance with Section 2.5 hereof. If by operation of this provision, Borrowers would be entitled to a refund of interest paid pursuant to this Agreement, each Lender agrees that it shall pay to Borrowing Agent, upon Agent’s request, such Lender’s Commitment Percentage of such interest to be refunded, as determined by Agent. As provided in Section 16.1 hereof, this Agreement shall be governed by, and construed in accordance with, the laws section 347 of the State of New York without regard to conflict of law provisions. The provisions of this Section 3.6 with respect to the Texas Finance Criminal Code are included solely out of an abundance of caution and shall not be construed to mean that any provisions of Texas law are in any way applicable to this Agreement, the Other Documents or any of the Obligations(Canada).
Appears in 1 contract
Samples: Revolving Credit and Security Agreement (Williams Industrial Services Group Inc.)
