Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate. (b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect. (c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.
Appears in 2 contracts
Samples: Loan and Security Agreement (Hastings Entertainment Inc), Loan and Security Agreement (Hastings Entertainment Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document Paper shall at any time exceed the Maximum Highest Lawful Rate.
(b) . If at any time the interest rate (the “Contract Rate”) for any Liability Obligation shall exceed the Maximum Highest Lawful Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Highest Lawful Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Highest Lawful Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan DocumentsPapers, none of the terms and provisions of this Agreement or the other Loan Documents Papers shall ever be .be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Highest Lawful Rate; and neither the any Agent nor any Revolving Credit Lender Bank shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Highest Lawful Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents Papers which constitutes interest under applicable lawLaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 9.19(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan DocumentsPapers, equals the Maximum Highest Lawful Rate. If, notwithstanding the foregoing, the any Agent or any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Highest Lawful Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower, Parent or Subsidiary (as appropriate). In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Highest Lawful Rate, the Agent, each Revolving Credit Lender and the Borrowerparties hereto shall, to the maximum extent permitted by Applicable applicable Law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Highest Lawful Rate at any time during the term of the LiabilitiesObligations; provided 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 exc xxxx the Highest Lawful Rate, the Agents and/or the Banks, as appropriate, shall refund to the applicable Person the amount of such excess and, in such event, the Agents and the Banks shall not be subject to any penalties provided by any Laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Highest Lawful Rate.
Appears in 2 contracts
Samples: Credit Agreement (Frozen Food Express Industries Inc), Credit Agreement (Frozen Food Express Industries Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentBorrower, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrower the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
Appears in 2 contracts
Samples: Credit Agreement (World Access Inc /New/), Credit Agreement (Telergy Inc /Ny)
Maximum Interest Rate. (a) No interest rate specified in provision of this Agreement or any other Loan Document shall at require the payment or the collection of interest in excess of the maximum permitted by applicable law. The maximum interest to be charged under this Loan shall be governed by Section 312 of the Maritime Act which provides that loans secured by a preferred mortgage filed or recorded under Chapter 3 of that act may have any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on to which the parties to the mortgage may agree. If any excess of interest in such Liability below respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the Maximum Rate until provisions of this Section shall govern and prevail and neither Borrower, nor any Guarantor, nor any other sureties, guarantors, successors, or assigns of Borrower shall be obligated to pay the aggregate excess amount of such interest accrued on such Liability equals or any other excess sum paid for the aggregate amount use, forbearance, or detention of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) sums loaned pursuant hereto. Notwithstanding anything to the contrary contained in this Agreement herein or elsewhere, if at any time the rate of interest payable hereunder, under the Note, or any other Loan Documents, none of Document would exceed the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of "Maximum Rate," then for so long as the Maximum Rate; and neither Rate would be so exceeded, the Agent nor any Revolving Credit Lender rate of interest payable shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of be equal to the Maximum Rate. The Agent, each Revolving Credit If Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes receives interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount hereunder in excess of the Maximum Rate, such the excess amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal applied ratably to the reduction of the Liabilities and treated hereunder as such; principal balance of the Note, or to other amounts (other than interest) payable hereunder, under such instruments or any other Loan Document, and if no Obligations of Borrower remain outstanding, the Liabilitiesbalance, if any, will be refunded to Borrower or applicable portions thereof, are paid in full, any remaining excess shall promptly to such Person as may be paid to the Borrowerentitled thereto. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the AgentBorrower, each Revolving Credit Guarantor and Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, indebtedness evidenced by the Note so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 2 contracts
Samples: Loan Agreement, Loan Agreement (International Shipholding Corp)
Maximum Interest Rate. (a) No interest rate specified Nothing contained in this Agreement or the Notes shall require the Borrower to pay interest at a rate exceeding the maximum rate permitted by applicable law. Neither this Section nor Section 9.08 is intended to limit the rate of interest payable for the account of any other Loan Document shall at any time exceed Bank or the Maximum RateIssuing Bank, as the case may be, to the maximum rate permitted by the laws of the State of New York if a higher rate is permitted with respect to such Bank or the Issuing Bank, as the case may be, by supervening provisions of United States federal law.
(b) If at the amount of interest payable for the account of any time Bank or the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so thatIssuing Bank, as provided the case may be, on any date in respect of the immediately preceding interest computation period, computed pursuant to Section 19-18(a)2.06 or, interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate case of interest on Reimbursement Obligations or other amounts payable in respect of Letters of Credit, Section 2.07, would exceed the maximum amount permitted by applicable law to be charged by such Liability below Bank or the Maximum Rate until Issuing Bank, as the aggregate case may be, the amount of interest accrued payable for its account on such Liability equals the aggregate amount of interest which would have accrued on date shall be automatically reduced to such Liability if the Contract Rate for such Liability had at all times been in effectmaximum permissible amount.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) If the amount of such interestinterest payable for the account of any Bank or the Issuing Bank, chargeas the case may be, fee, expense or other Liability that would be payable in the absence respect of any interest computation period is reduced pursuant to clause (b) of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout payable for its account in respect of any subsequent interest computation period, computed pursuant to Section 2.06 or, in the actual term case of interest on Reimbursement Obligations or other amounts payable in respect of Letters of Credit, Section 2.07, would be less than the Liabilitiesmaximum permissible amount permitted by applicable law to be charged by such Bank or the Issuing Bank, as the case may be, then the amount of interest payable for its account in respect of such subsequent interest computation period shall be automatically increased to such maximum permissible amount; provided that at no time shall the aggregate amount by which interest paid for the account of any Bank or applicable portions thereofthe Issuing Bank, so that as the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.case may be, has been increased
Appears in 2 contracts
Samples: Credit Agreement (New Beverly Holdings Inc), Credit Agreement (Beverly Enterprises Inc /De/)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or Regardless of any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary provision contained in ---------------------- this Agreement or the other Loan DocumentsDebenture, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, never be entitled to receive, take, collect, reserve collect or apply, apply as interest on the Liabilities, Debenture any amount in excess of interest calculated at the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interestand, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability event that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of such excess, the Maximum Rate, such amount which would be deemed excessive interest shall be deemed to be a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and and, if the Liabilities, or applicable portions thereof, are principal amount of the Debenture is paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, payable under any specific contingency, contingency exceeds interest calculated at the Maximum Rate, the Agent, each Revolving Credit Borrower and Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawunder applicable law, shall (i) characterize any non-non principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, proratepro rate, allocate and spread spread, in equal or unequal parts parts, the total amount of interest throughout the actual entire contemplated term of the LiabilitiesDebenture; provided that, or applicable portions if the Debenture is paid and performed in full prior to the end of the full contemplated term thereof, so that and if the interest rate does not exceed received for the actual period of existence thereof exceeds interest calculated at the Maximum Rate at any time during Rate, Lender shall refund to Borrower the term amount of such excess or credit the amount of such excess against the principal amount of the LiabilitiesDebenture and, in such event, Lender shall not be subject to any penalties provided by any laws for contracting for, charging, taking, reserving or receiving interest in excess of interest calculated at the Maximum Rate.
Appears in 2 contracts
Samples: Convertible Debenture (La Man Corporation), Convertible Debenture (La Man Corporation)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender Bank shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-1812.12(b), or (yii) an amount, which when added to all other interest payable under this Agreement and or the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Borrower, the Agent, each Revolving Credit Lender and the BorrowerBanks shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or equivalent unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Agent and/or the Banks, as appropriate, shall refund to the Borrower the amount of such excess and, in such event, the Agent and the Banks shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
(c) The provisions of Chapter 346 of the Finance Code of Texas are specifically declared by the parties hereto not to be applicable to any Loan Documents or to the transactions contemplated thereby.
Appears in 2 contracts
Samples: Loan Agreement (Uici), Loan Agreement (Uici)
Maximum Interest Rate. (a) No interest rate specified If the Interest Rate, absent the limitation set forth in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum RateSection 3.3, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to would have exceeded the Maximum Rate, then any subsequent reduction the Interest Rate shall be the Maximum Rate, and, if in the Contract future, the Interest Rate for such Liability would otherwise be less than the Maximum Rate, then the Interest Rate shall not reduce the rate of interest on such Liability below remain at the Maximum Rate until such time as the aggregate amount of interest accrued on such Liability paid hereunder equals the aggregate amount of interest which would have accrued on such Liability been paid if the Contract same had not been limited by the Maximum Rate. In the event that, upon payment in full of the Obligations, the total amount of interest paid or accrued under the terms of this Agreement is less than the total amount of interest which would, but for this Section 3.3, have been paid or accrued if the Interest Rate for such Liability otherwise set forth in this Agreement had at all times been in effect.
, then the Borrowers shall, to the extent permitted by applicable law, pay the Administrative Agent, for the account of the Lenders, an amount equal to the excess of (ca) the lesser of (i) the amount of interest which would have been paid or accrued if the Maximum Rate had, at all times, been in effect or (ii) the amount of interest which would have been paid or accrued had the interest rate otherwise set forth in this Agreement, at all times, been in effect over (b) the amount of interest actually paid or accrued under this Agreement. Each Agent, each Lender, and each Borrower acknowledges, agrees, and declares that it is its intention to expressly comply with all Requirements of Law in respect of limitations on the amount or rate of interest that can legally be contracted for, charged, or received under or in connection with the Loan Documents. Notwithstanding anything to the contrary contained in this Agreement or any Loan Document (even if any such provision expressly declares that it controls all other provisions of the other Loan Documents), in no contingency or event whatsoever shall the amount of interest (including the aggregate of all charges, fees, benefits, or other compensation which constitutes interest under any Requirement of Law) under the Loan Documents paid by any Borrower, received by the Administrative Agent, any Letter of Credit Issuer, or any Lender, agreed to be paid by any Borrower, or requested or demanded to be paid by the Administrative Agent, any Letter of Credit Issuer, or any Lender, exceed the Maximum Rate, and all provisions of the Loan Documents in respect of the contracting for, charging, or receiving compensation for the use, forbearance, or detention of money shall be limited as provided by this Section 3.3. In the event any such interest is paid to the Administrative Agent, any Letter of Credit Issuer, or any Lender by the Borrowers, or any of them, in an amount or at a rate which would exceed the Maximum Rate, the Administrative Agent, such Letter of Credit Issuer, or such Lender, as the case may be, shall automatically apply such excess to any unpaid amount of the Obligations other than interest, in inverse order of maturity, or if the amount of such excess exceeds said unpaid amount, such excess shall be paid to the paying Borrowers or Borrower, as applicable. All interest paid, or agreed to be paid, by any Borrower, or taken, reserved, or received by the Administrative Agent, any Letter of Credit Issuer, or any Lender, shall be amortized, prorated, spread, and allocated in respect of the Obligations throughout the full term of this Agreement. Notwithstanding any provision contained in any of the Loan Documents, or in any other related documents executed pursuant hereto, none of the terms and provisions Administrative Agent, any Letter of this Agreement Credit Issuer, or the other Loan Documents any Lender shall ever be construed entitled to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, reserve, collect, reserve or apply, apply as interest on the Liabilities, any amount which, together with all other interest under the Loan Documents would result in a rate of interest under the Loan Documents in excess of the Maximum Rate. The Rate and, in the event the Administrative Agent, each Revolving any Letter of Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Issuer, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, reserves, collects, reserves or applies as interest any amount in respect of the Borrowers, or any of them, that otherwise would, together with all other interest under the Loan Documents, be in excess of the Maximum Rate, such amount which would shall automatically be deemed excessive interest shall to be deemed a partial payment or prepayment of principal applied in reduction of the Liabilities and treated hereunder as such; and unpaid principal balance of the Obligations and, if the Liabilities, or applicable portions thereof, are such principal balance is paid in full, any remaining excess shall promptly forthwith be paid to the applicable Borrowers or Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum RateThe Borrowers, the AgentAgents, each Revolving the Letter of Credit Lender Issuers, and the BorrowerLenders shall, to the maximum extent permitted by Applicable under any Requirement of Law, shall (iA) characterize any non-principal payment as an a standby fee, commitment fee, prepayment charge, delinquency charge, expense, fee or premium reimbursement for a third-party expense rather than as interest, interest and (iiB) exclude voluntary prepayments prepayments, acceleration, and the effects thereof. Nothing in any Loan Document shall be construed or so operate as to require or obligate the Borrowers, and (iii) amortizeor any of them, prorateto pay any interest, allocate and spread in equal fees, costs, or unequal parts charges greater than is permitted by any Requirement of Law. Subject to the total amount foregoing, the Borrowers hereby agree that the actual effective rate of interest throughout from time to time existing under the actual term Loan Documents, including all amounts agreed to by the Borrowers or charged or received by the Administrative Agent, the Letter of the LiabilitiesCredit Issuers, or applicable portions thereofthe Lenders pursuant to and in accordance with the Loan Documents, so that which may be deemed to be interest under any Requirement of Law, shall be deemed to be a rate which is agreed to and stipulated by the interest rate does not exceed Borrowers and the Maximum Rate at any time during the term Lenders in accordance with Requirements of the LiabilitiesLaw.
Appears in 2 contracts
Samples: Loan and Security Agreement (Metals Usa Holdings Corp.), Loan and Security Agreement (FLAG INTERMEDIATE HOLDINGS Corp)
Maximum Interest Rate. (a) No interest rate specified Regardless of any provision contained --------------------- in this Agreement or any other Loan Document shall at any time exceed of the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents Lenders shall ever never be construed entitled to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever for, charge, take, reserve, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, or any part thereof, any amount in excess of the Maximum Highest Lawful Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interestand, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under event any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, takes, reserves, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch excess, such amount which would be deemed excessive interest it shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; such and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid refunded to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, exceeds the Maximum Highest Lawful Rate, the AgentBorrower, each Revolving Credit Lender its Subsidiaries, and the BorrowerLenders shall, to the maximum extent permitted by Applicable under applicable Law, shall (ia) treat all Loans as but a single extension of credit (and Lenders, the Borrower and the Borrower's Subsidiaries agree that such is the case and that provision herein for multiple Loans and for one or more Notes is for convenience only), (b) characterize any non-principal nonprincipal payment as an expense, fee fee, or premium rather than as interest, (iic) exclude voluntary prepayments and the effects thereof, and (iiid) amortize, prorate, allocate and spread in equal or unequal parts "spread" the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligation; provided that, if the Obligation -------- ---- 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 Highest Lawful Rate, Lenders shall refund such excess, and, in such event, Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, taking, reserving, or applicable portions thereof, so that the receiving interest rate does not exceed the Maximum Rate at any time during the term in excess of the LiabilitiesHighest Lawful Rate.
Appears in 2 contracts
Samples: Credit Agreement (Radio One Inc), Credit Agreement (Radio One Inc)
Maximum Interest Rate. (a) No The maximum total interest that Holder shall be entitled to receive pursuant to this Debenture shall not exceed the maximum rate specified in permitted pursuant to applicable law. Borrower and Holder intend to comply at all times with applicable usury laws. Notwithstanding any provision of this Agreement or any other Loan Document shall Debenture, if at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for applicable usury law would ever render usurious any Liability shall exceed the Maximum Rateamounts contemplated by this Debenture, so that, as provided in Section 19-18(a), interest accruing on such Liability it is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Borrower’s and Xxxxxx's express intention that Borrower shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation required to pay interest pursuant to this Debenture at a rate in excess of the Maximum Rate; maximum lawful rate, that the provisions of this Section 8.1 of this Article Eight shall control any other inconsistent provisions of this Debenture, that such excess interest shall be immediately credited pursuant to the principal balance of this Debenture (or, if this Debenture has been fully paid, refunded by Holder to Borrower), and neither the Agent nor any Revolving Credit Lender provisions hereof shall ever chargebe immediately reformed and the amounts thereafter collectible pursuant to this Debenture reduced, receive, take, collect, reserve or apply, as interest on without the Liabilities, any amount in excess necessity of the Maximum Rate. The Agentexecution of any further documents, each Revolving Credit Lender and so as to comply with the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under then applicable law, ipso facto but so as to permit the recovery of the fullest amount otherwise called for pursuant to this Debenture. Any such crediting or refund shall not cure or waive any default by Borrower pursuant to this Debenture. If at any time following any reduction in the interest rate payable by Borrower there remains unpaid any principal amount pursuant to this Debenture and under any and all circumstancesthe maximum interest rate allowed by applicable law is increased or eliminated, then the interest payable pursuant to this Debenture shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrowerreadjusted, to the maximum extent permitted not prohibited by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereoflaw, so that the total dollar amount of interest rate does not exceed payable pursuant to this Debenture shall be equal to the Maximum Rate at any time during dollar amount of interest which would have been paid by Borrower without giving effect to the reduction in interest resulting from compliance with applicable usury laws. The term “applicable law” as used in this Debenture shall mean the laws of the LiabilitiesState of Nevada, or federal law in the event that federal law preempts Nevada law.
Appears in 2 contracts
Samples: Convertible Debenture (Environmental Control Corp.), Convertible Debenture (Environmental Control Corp.)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or In the event that any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions provision of this Agreement or the other Loan Documents shall ever would oblige the Borrower to make any payment of interest or any other payment which is construed by a court of competent jurisdiction to be construed to create interest in an amount or calculated at a contract rate which would be prohibited by law or obligation to pay would result in a receipt by the Bank 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 deemed to have been adjusted nunc pro tunc to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in excess a receipt by the Bank of interest at a criminal rate, such adjustment to be effected, to the extent necessary, as follows:
(i) firstly, by reducing the amount or rate of interest required to be paid under this Agreement or any other Loan Document; and
(ii) thereafter, by reducing any fees, commissions, premiums, lieu payments and other amounts payable by the Borrower to the Bank under the Loan Documents which would constitute interest for the purposes of Section 347 of the Maximum Rate; Criminal Code (Canada);
(b) If, notwithstanding the provisions of clause (a) of this Section and neither after giving effect to all adjustments contemplated thereby, the Agent nor any Revolving Credit Lender Bank shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any have received an amount in excess of the Maximum Rate. The Agentmaximum permitted by such clause, each Revolving Credit Lender then such excess shall be applied by the Bank to the reduction of the principal balance of the Loan and not to the Borrower each agrees that any payment of interest, chargefees, feelieu payments and other amounts or if such excessive interest, expense fees, lieu payments or other Liability provided for in this Agreement amounts exceed or in the other Loan Documents which constitutes interest under applicable lawexceeds such principal balance, ipso facto and under any and all circumstances, such excess shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid refunded to the Borrower. In determining whether the interest paid ; and
(c) Any amount or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount rate of interest throughout the actual term referred to in this Section shall be determined in accordance with generally accepted actuarial practices and principles at an effective annual rate of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during over the term of this Agreement on the Liabilitiesassumption that any charges, fees, expenses or other amounts that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) shall, if they relate to a specific period of time, be prorated over that period of time and otherwise be prorated over the terms of this Agreement and, in the event of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by the Bank shall be conclusive for the purposes of such determination.
Appears in 1 contract
Maximum Interest Rate. (a) In no event shall charges constituting interest payable by Borrower exceed the maximum amount or the rate permitted under any applicable law or regulation, and if any part or provision of this Note is in contravention of any such law or regulation, such part or provision shall be deemed amended to conform thereto. No interest rate specified agreements, conditions, provisions or stipulations contained in this Agreement Note or any other instrument, document or agreement among Borrower, Lender or default of Borrower, or the exercise by Lender of the right to accelerate the payment of the maturity of principal and interest, or to exercise any option whatsoever contained in this Note or any other Loan Document Document, or the arising of any contingency whatsoever, shall at entitle Lender to contract for, charge, or receive, in any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a)event, interest accruing on such Liability is limited to exceeding the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the maximum rate of interest on such Liability below the permitted by applicable state or federal law in effect from time to time (hereinafter “Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents Legal Rate”). In no event shall ever Borrower be construed to create a contract or obligation obligated to pay interest at exceeding such Maximum Legal Rate and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay a rate of interest exceeding the Maximum Legal Rate, shall be without binding force or effect, at law or in equity, to the extent only of the excess of interest over such Maximum Legal Rate. In the event any interest is contracted for, charged or received in excess of the Maximum RateLegal Rate (“Excess Payment”), Borrower acknowledges and stipulates that any such contract, charge, or receipt shall be the result of an accident and bona fide error, and that any Excess Payment received by Lender for the account of Lender shall be first applied to reduce the principal then unpaid hereunder; second, to reduce the other Obligations; and neither third, returned to Borrower, it being the Agent nor intention of the parties hereto not to enter at any Revolving Credit time into a usurious or otherwise illegal relationship. Borrower recognizes that, with fluctuations in the Prime Rate and the Maximum Legal Rate, such a result could inadvertently occur. By the execution of this Agreement, Borrower covenants that (i) the credit or return of any Excess Payment shall constitute the acceptance by Borrower of such Excess Payment, and (ii) Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender shall ever chargeor any of Lender, receivebased in whole or in part upon contracting for, take, collect, reserve charging or apply, as receiving of any interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that maximum authorized or receiving of any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratemaximum authorized by applicable law. For the purpose of determining whether or not any Excess Payment has been contracted for, such amount which would be deemed excessive charged or received, all interest at any time contracted for, charged or received in connection with this Note shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilitiesamortized, or applicable portions thereofprorated, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocated and spread in equal or unequal parts during the total amount of interest throughout the actual entire term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilitiesthis Note.
Appears in 1 contract
Samples: Promissory Note (Resource Innovation Office REIT, Inc.)
Maximum Interest Rate. (a) No interest rate specified It is the intention of Lender, --------------------- Borrower, the Guarantor, and all other parties to the Loan to conform to and contract in this Agreement strict compliance with applicable usury laws from time-to-time in effect. All agreements between Lender or any other holder of the Note and Borrower (or any other party liable with respect to indebtedness under the Loan Document Documents) are hereby limited by this provision, which shall at control and override all such agreements. In no way, nor in any time exceed event or contingency (including, but not limited to, prepayment, default, demand for payment, or the Maximum Rate.
(b) If at acceleration of maturity of any time Obligations, or the recharacterization of any application fee, loan commitment fees, additional commitment fees, or origination fees as interest), shall the interest rate (taken, reserved, contracted for, charged or received under the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Note, or (y) an amountotherwise, which when added to all other interest payable under this Agreement and the other Loan Documents, equals exceed the Maximum Rate. If, notwithstanding the foregoingfrom any possible construction of any document, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount would otherwise be payable in excess of the Maximum Rate, any such construction shall be subject to this provision, and such document shall be automatically reformed, and the interest payable shall be automatically reduced to the Maximum Rate permitted under applicable law, without the necessity of the execution of any amendment or new document. If Lender or the holder of the Note shall ever receive any thing of value that is characterized as interest under applicable law and that would apart from this provision, be in excess of the Maximum Rate, an amount equal to the amount that would have been excessive interest shall, without penalty, be applied to the reduction of the principal amount owing on the Note in the inverse order of its maturity and not to the payment of interest, or refunded to Borrower or the other payor thereof if and to the extent such amount, which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal have been excessive, exceeds such unpaid principal. The right to accelerate the maturity of the Liabilities and treated hereunder as such; and if the LiabilitiesNote, or applicable portions thereofany other indebtedness, are does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and the Lender or the holder thereof does not intend to charge or receive any unearned interest in the event of acceleration. All interest paid in full, any remaining excess shall promptly or agreed to be paid to the Borrower. In determining whether Lender or the interest paid or payable, under any specific contingency, exceeds holder of the Maximum Rate, the Agent, each Revolving Credit Lender and the BorrowerNote shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment as an expensebe amortized, fee or premium rather than as interestprorated, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocated and spread in equal throughout the full stated term (including any renewal or unequal parts extension) of the total Note so that the amount of interest throughout the actual term on account of the Liabilities, or applicable portions thereof, so that the interest rate such indebtedness does not exceed the Maximum Rate at any time during Rate. As used in this paragraph, the term "applicable law" shall mean the laws of the LiabilitiesState of Texas or the federal laws of the United States of America, which ever laws allow the greater h laws now exist may be changed or amended or come in effect in the future.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary Nothing contained in this Agreement or the other Loan Documents, none of Notes shall require the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation Borrower to pay interest for the account of any Bank at a rate exceeding the maximum rate permitted without penalty by applicable law to be charged by such Bank.
(b) Notwithstanding the foregoing, if any interest in excess of the Maximum Rate; and neither maximum amount allowed by applicable usury laws is contracted for, charged, taken, reserved, or received for the Agent nor account of any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, Bank at any amount time in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in connection with this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and its Note under any circumstances whatsoever, then any such excess interest shall be canceled automatically and shall not be collectible or collected, and if paid shall be credited to the unpaid principal balance of such Bank's Note or refunded to the Borrower at the option of such Bank. It is further agreed that all circumstancescalculations of interest contracted for, charged, taken, reserved, or received for the account of any Bank in connection with this Agreement or its Note, for the purpose of determining whether the rate of interest contracted for, charged, taken, reserved, or received exceeds the maximum rate of interest allowed under all applicable usury laws, shall be limited or reduced to an amount equal made, to the lesser extent permitted by applicable usury laws, by amortizing, prorating, spreading, and allocating in equal parts over the full term of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan DocumentsNotes (including without limitation all prior and future renewals and extensions), equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or all interest at any Revolving Credit Lender ever contracts time contracted for, chargescharged, receivestaken, takesreserved, collectsor received for the account of such Bank in connection with this Agreement and its Note.
(c) If the amount of interest payable for the account of any Bank in respect of any interest computation period is reduced pursuant to clause (b) of this section and the amount of interest payable for its account in respect of any subsequent interest computation period, reserves or applies as computed pursuant to Section 2.05, would be less than the maximum amount permitted without penalty by applicable law to be charged by such Bank, then the amount of interest payable for its account in respect of such subsequent interest computation period shall be automatically increased to such maximum permissible amount; provided that at no time shall the aggregate amount by which interest paid for the account of any Bank has been increased pursuant to this clause (c) exceed the aggregate amount in excess by which interest paid for its account has theretofore been reduced pursuant to clause (b) of this Section.
(d) In the event that maturity of the Maximum RateLoans is accelerated for any reason, or in the event of any required or permitted prepayment of the Loans in full, then such consideration that constitutes interest payable for the account of any Bank shall never include more than the maximum amount which would allowed without penalty by applicable law to be deemed excessive interest charged by such Bank, and excess interest, if any, payable for the account of such Bank pursuant to its Notes, this Agreement or otherwise shall be deemed a partial payment or prepayment of principal canceled automatically as of the Liabilities date of such acceleration and treated hereunder as such; and prepayment and, if theretofore paid, shall be credited on the Liabilities, Loans of such Bank (or applicable portions thereof, are if such Loans would thereby be paid in full, any remaining excess shall promptly be paid refunded by such Bank to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities).
Appears in 1 contract
Maximum Interest Rate. (a) No It is the intention of the parties hereto to comply strictly with any applicable usury laws as in effect from time to time and, in this regard, there shall never be taken, received, contracted for, collected, charged or received on any sums advanced hereunder interest rate specified in excess of that which would accrue at the Maximum Rate. If, under any circumstances, the aggregate amounts paid on the Notes or under this Agreement or any other Loan Document include amounts which by law are deemed interest and which would exceed the amount permitted if the Maximum Rate were in effect, the Borrowers stipulate that such payment and collection will have been and will be deemed to have been, to the fullest extent permitted by applicable laws of the State of Colorado or the United States of America, the result of mathematical error on the part of the Borrowers and Agent; and Agent shall at any time exceed promptly credit the amount of such excess to the principal amount due on the Notes, or if the principal amount due on the Notes shall have been paid in full, refund the amount of such excess to the Borrowers (to the extent only of such interest payments in excess of that which would have accrued and been payable on the basis of the Maximum Rate.
(b) upon discovery of such error by Agent or notice thereof from the Borrowers. If at the maturity of the Notes is accelerated by reason of an election of Agent resulting from any time Event of Default or otherwise in accordance with this Agreement, or in the event any prepayment, then such consideration that constitutes interest rate (the “Contract Rate”) for any Liability shall exceed under applicable laws may never include amounts which are more than the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to and the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability excess, if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documentsany, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in otherwise shall be canceled automatically by Agent as of the other Loan Documents which constitutes interest under applicable lawdate of such acceleration or prepayment and, ipso facto and under any and all circumstancesif theretofore paid, shall be limited or reduced to an credited by Agent on the principal amount equal to due on the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Notes, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are principal amount due on the Notes shall have been paid in full, any remaining excess shall promptly be paid refunded by Agent to the BorrowerBorrowers. In determining whether All sums paid, or agreed to be paid, to Agent for the interest paid or payableuse, under forbearance and detention of the proceeds of any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the BorrowerAdvance hereunder shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment as an expensebe amortized, fee or premium rather than as interestprorated, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocated and spread in equal or unequal parts the total amount of interest throughout the actual full term of the Liabilities, or applicable portions thereof, hereof until paid in full so that the actual rate of interest rate is uniform but does not exceed the Maximum Rate at any time during throughout the full term of the Liabilitieshereof.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither Borrower nor the Agent nor any Revolving Credit Lender shall ever chargesureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
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Maximum Interest Rate. (a) No interest rate specified It is the intention of Lender, --------------------- Borrower, the Guarantor, and all other parties to the Loan to conform to and contract in this Agreement strict compliance with applicable usury laws from time-to-time in effect. All agreements between Lender or any other holder of the Note and Borrower (or any other party liable with respect to indebtedness under the Loan Document Documents) are hereby limited by this provision, which shall at control and override all such agreements. In no way, nor in any time exceed event or contingency (including, but not limited to, prepayment, default, demand for payment, or the Maximum Rate.
(b) If at acceleration of maturity of any time Obligations, or the recharacterization of any application fee, loan commitment fees, or origination fees as interest), shall the interest rate (taken, reserved, contracted for, charged or received under the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Note, or (y) an amountotherwise, which when added to all other interest payable under this Agreement and the other Loan Documents, equals exceed the Maximum Rate. If, notwithstanding the foregoingfrom any possible construction of any document, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount would otherwise be payable in excess of the Maximum Rate, any such construction shall be subject to this provision, and such document shall be automatically reformed, and the interest payable shall be automatically reduced to the Maximum Rate permitted under applicable law, without the necessity of the execution of any amendment or new document. If Lender or the holder of the Note shall ever receive any thing of value that is characterized as interest under applicable law and that would apart from this provision, be in excess of the Maximum Rate, an amount equal to the amount that would have been excessive interest shall, without penalty, be applied to the reduction of the principal amount owing on the Note in the inverse order of its maturity and not to the payment of interest, or refunded to Borrower or the other payor thereof if and to the extent such amount, which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal have been excessive, exceeds such unpaid principal. The right to accelerate the maturity of the Liabilities and treated hereunder as such; and if the LiabilitiesNote, or applicable portions thereofany other indebtedness, are does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and the Lender or the holder thereof does not intend to charge or receive any unearned interest in the event of acceleration. All interest paid in full, any remaining excess shall promptly or agreed to be paid to the Borrower. In determining whether Lender or the interest paid or payable, under any specific contingency, exceeds holder of the Maximum Rate, the Agent, each Revolving Credit Lender and the BorrowerNote shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment as an expensebe amortized, fee or premium rather than as interestprorated, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocated and spread in equal throughout the full stated term (including any renewal or unequal parts extension) of the total Note so that the amount of interest throughout the actual term on account of the Liabilities, or applicable portions thereof, so that the interest rate such indebtedness does not exceed the Maximum Rate at any time during Rate. As used in this paragraph, the term "applicable law" shall mean the laws of the LiabilitiesState of Texas or the federal laws of the United States of America, which ever laws allow the greater h laws now exist may be changed or amended or come in effect in the future.
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Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto IPSO FACTO and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, SECTION 13.12(B) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the BorrowerBorrower or other appropriate Loan Party. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentBorrower, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (iA) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (iiB) exclude voluntary prepayments and the effects thereof, and (iiiC) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; PROVIDED 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrower or other appropriate Loan Party the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed It is the Maximum Rate.
(b) If at any time intent of the interest rate (parties hereto that each of the “Contract Rate”) for any Liability shall exceed Bank and the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction Borrower in the Contract Rate for such Liability shall not reduce the rate execution, delivery and performance of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, the transactions provided for therein and contemplated thereby, and all matters incidental and related thereto and arising therefrom, shall comply and conform strictly with Applicable Law from time to time in effect. In furtherance thereof, the Bank and the Borrower stipulate and agree that none of the terms and provisions of this Agreement contained in, or pertaining to, the other Loan Documents shall ever be construed to create a contract or obligation to pay for the use or forbearance or detention of money with interest at a rate or in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any an amount in excess of the Maximum RateRate or maximum amount of interest permitted or allowed to be contracted for, charged, received, taken or reserved under said Laws. The AgentFor purposes of each Loan Document, (i) "interest" shall include the aggregate of all amounts which constitute or are deemed to constitute interest under the Laws of the State of Texas or, to the extent they may apply, the Laws of the United States of America, that are contracted for, chargeable, receivable(whether received or deemed to have been received), taken or reserved under each Revolving Credit Lender such document, and (ii) all computations of the maximum amount of interest permitted or allowed under Applicable Law will be made on the basis of the actual number of days elapsed over a 365 or 366 day year, whichever is applicable. Neither the Borrower each agrees that nor any interestother person shall ever be required to pay unearned interest on, chargeor with respect to any of, feethe Loan Documents and shall never be required to pay interest on, expense or other Liability provided for in this Agreement with respect to any of, the Loan Documents at a rate or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum RateRate or maximum amount of interest that may be lawfully contracted for, such amount which would be deemed excessive interest shall be deemed a partial payment charged, received, taken or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, reserved under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee AND THE PROVISIONS OF THIS PARAGRAPH SHALL CONTROL OVER ALL OTHER PROVISIONS OF THE LOAN DOCUMENTS. If the effective rate or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout which would otherwise be payable under the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not Loan Documents would exceed the Maximum Rate or maximum amount of interest the Bank or any other holder of any Note or other Obligations is allowed by Applicable Law to charge, contract for, take, reserve or receive, or in the event the Bank or any holder of any Note or other Obligations shall charge, contract for, take, reserve or receive monies that are deemed to constitute interest which would, in the absence of this provision, increase the effective rate or amount of interest payable under the Loan Documents to a rate or amount in excess of that permitted or allowed to be charged, contracted for, taken, reserved or received under Applicable Law then in effect, then the principal amount of such Note or other Obligations or the amount of interest which would otherwise be payable thereunder shall be payable at, or reduced to, as applicable, the maximum amount allowed pursuant to the then applicable indicated (weekly) rate ceiling referred to herein above at any time during the definition of the term Applicable Law, or if no such ceiling is then in effect, as authorized and allowed under said Laws as now or hereafter construed by the courts having jurisdiction, and all such monies so charged, contracted, for, received, taken or reserved that are deemed to constitute interest in excess of the LiabilitiesMaximum Rate or maximum amount of interest permitted by Applicable Law shall be immediately returned or credited to the account of such Borrower upon such determination.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement any Loan Document, the interest and fees paid or agreed to be paid under the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of not exceed the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the If Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves shall receive interest or applies as interest any a fee in an amount in excess of that exceeds the Maximum Rate, such amount which would be deemed the excessive interest or fee shall be deemed a partial payment or prepayment of applied to the principal of the Liabilities and treated hereunder as such; and outstanding Obligations or, if it exceeds the Liabilitiesunpaid principal, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid refunded to the Borrower. In determining whether the interest paid or payablea fee contracted for, under any specific contingencycharged, or received by Administrative Agent or a Lender exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrowersuch Person may, to the maximum extent permitted by Applicable applicable Law, shall (ia) characterize any non-payment that is not principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual contemplated term of the Liabilities, or applicable portions thereof, so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), ------------- thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto ---- ----- and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) ---------------- an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to Mail-Well, the BorrowerBorrower or other appropriate Loan Party. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, Mail- Well, the AgentBorrower, each Revolving Credit Lender the other Loan Parties, the Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Agent and/or the Lenders, as appropriate, shall refund to Mail-Well, the Borrower or other appropriate Loan Party the amount of such excess and, in such event, the Agent and the Lenders shall not be
(c) Pursuant to Article 15.10(b) of Chapter 15, Subtitle 79, Revised Civil Statutes of Texas 1925, as amended, Mail-Well, the Borrower and the other Loan Parties agree that such Chapter 15 (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not govern or in any manner apply to the Obligations.
Appears in 1 contract
Samples: Credit Agreement (Mail Well I Corp)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or Regardless of any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary provision contained in this Agreement or any of the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents Lenders shall ever never be construed entitled to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve collect or apply, apply as interest on the Liabilities, Debentures any amount in excess of interest calculated at the Maximum Rate. The Agent, each Revolving Credit Lender and and, in the Borrower each agrees event that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender Lenders ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of such excess, the Maximum Rate, such amount which would be deemed excessive interest shall be deemed to be a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and and, if the Liabilities, or applicable portions thereof, are principal amount of the Obligation is paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, payable under any specific contingency, contingency exceeds interest calculated at the Maximum Rate, the Agent, each Revolving Credit Lender Borrower and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawunder applicable law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, ; (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, proratepro rate, allocate and spread spread, in equal or unequal parts parts, the total amount of interest throughout the actual entire contemplated term of the LiabilitiesDebentures; provided that, or applicable portions if the Debentures are paid and performed in full prior to the end of the full contemplated term thereof, so that and if the interest rate does not exceed received for the actual period of existence thereof exceeds interest calculated at the Maximum Rate at any time during Rate, Lenders shall refund to Borrower the term amount of such excess or credit the amount of such excess against the principal amount of the Liabilities.Debentures and, in such event, Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, taking, reserving or receiving interest in excess of interest calculated at the Maximum Rate. ------------------------------------------------------------------------------- 29 AGREEMENT (CONTINUED) -------------------------------------------------------------------------------
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or Regardless of any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary provision contained in this Agreement or any of the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, never be entitled to receive, take, collect, reserve collect or apply, apply as interest on the Liabilities, Debentures any amount in excess of interest calculated at the Maximum Rate. The Agent, each Revolving Credit Lender and and, in the Borrower each agrees event that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of such excess, the Maximum Rate, such amount which would be deemed excessive interest shall be deemed to be a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and and, if the Liabilities, or applicable portions thereof, are principal amount of the Obligation is paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, payable under any specific contingency, contingency exceeds interest calculated at the Maximum Rate, the Agent, each Revolving Credit -------------------------------------------------------------------------------- 35 36 Agreement (continued) -------------------------------------------------------------------------------- Borrower and Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawunder applicable law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, ; (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, proratepro rate, allocate and spread spread, in equal or unequal parts parts, the total amount of interest throughout the actual entire contemplated term of the LiabilitiesDebentures; provided that, or applicable portions if the Debentures are paid and performed in full prior to the end of the full contemplated term thereof, so that and if the interest rate does not exceed received for the actual period of existence thereof exceeds interest calculated at the Maximum Rate at any time during Rate, Lender shall refund to Borrower the term amount of such excess or credit the amount of such excess against the principal amount of the LiabilitiesDebentures and, in such event, Lender shall not be subject to any penalties provided by any laws for contracting for, charging, taking, reserving or receiving interest in excess of interest calculated at the Maximum Rate.
Appears in 1 contract
Maximum Interest Rate. (a) No Notwithstanding the foregoing provisions of Section 2.3 regarding the rates of interest rate specified in this Agreement or any other Loan Document shall at any time exceed applicable to the Maximum Rate.
(b) If Loan, if at any time the amount of such interest rate (computed on the “Contract Rate”) for any Liability shall basis of the Applicable Interest Rate would exceed the Maximum Rate, so that, as provided in Section 19-18(a), amount of such interest accruing on such Liability is limited to computed upon the Maximum Rate, then any subsequent reduction in basis of the Contract Rate for such Liability shall not reduce the maximum rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been permitted by applicable state or federal law in effect.
(c) Notwithstanding anything effect from time to time hereafter, after taking into account, to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilitiesextent required by applicable law, any amount in excess of the Maximum Rate. The Agentand all fees, each Revolving Credit Lender payments, charges and the Borrower each agrees that any interest, charge, fee, expense or other Liability calculations provided for in this Agreement or in any other agreement between Borrower and Lender (the other Loan Documents which constitutes interest under applicable law"Maximum Legal Rate"), ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement shall be computed upon the basis of the Maximum Legal Rate.
(b) No agreements, conditions, provisions or stipulations contained in this Agreement or any other instrument, document or agreement between Borrower and Lender or default of Borrower, or the exercise by Lender of the right to accelerate the payment of the maturity of principal and interest, or the exercise any option whatsoever contained in this Agreement, or the arising of any contingency whatsoever, shall entitle Lender to collect, in any event, interest exceeding the Maximum Legal Rate and in no event shall Borrower be obligated to pay interest exceeding such Maximum Legal Rate and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay a rate of interest exceeding the Maximum Legal Rate, shall be without binding force or effect, at law or in equity, to the extent only of the excess of the Maximum Legal Rate ("Excess"), Borrower acknowledges and stipulates that any such charge shall be the result of an accidental and bona fide error, and such Excess shall be, first, applied to reduce the principal then unpaid hereunder; second, applied to reduce the Obligations; and third, returned to Borrower, it being the intention of the parties hereto not to enter at any time into a usurious or otherwise illegal relationship. Borrower recognizes that, with fluctuations in the Applicable Interest Rate and the Maximum Legal Rate, such an unintentional result could inadvertently occur. By the execution of this Agreement, Borrower covenants that it shall not seek or pursue any other Loan Documentsremedy, equals legal or equitable, against Lender, based in whole or in part upon the Maximum Rate. If, notwithstanding the foregoing, the Agent charging or receiving of any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratemaximum authorized by applicable law. For the purpose of determining whether or not any Excess has been contracted for, such amount which would be deemed excessive charged or received by Lender, all interest at any time contracted for, charged or received by Lender in connection with this Agreement shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilitiesamortized, or applicable portions thereofprorated, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocated and spread in equal parts during the entire term of this Agreement.
(c) The provisions of this Section 2.4 shall be deemed to be incorporated into every document or unequal parts communication relating to the total amount Obligations which set forth or prescribe any account, right or claim or alleged account, right or claim of Lender with respect to Borrower (or any other obligor in respect of Obligations), whether or not any provision of Section 2.4 is referred to therein. All such documents and communications and all figures set forth therein shall, for the sole purpose of computing the extent of the liabilities and obligations of Borrower (or other obligor) asserted by Lender thereunder, be automatically recomputed by Borrower or other obligor, and by any court considering the same, to give effect to the adjustments or credits required by Section 2.4.
(d) If the applicable state or federal law is amended in the future to allow a greater rate of interest throughout to be charged under this Agreement or any other Loan Documents than is presently allowed by applicable state or federal law, then the actual term limitation of interest under this Section 2.4 shall be increased to the Liabilitiesmaximum rate of interest allowed by applicable state or federal law as amended, or applicable portions thereofwhich increase shall be effective hereunder on the effective date of such amendment, so that the and all interest rate does not exceed the Maximum Rate at any time during the term of the Liabilitiescharges owing to Lender by reason thereof shall be payable upon demand.
Appears in 1 contract
Samples: Loan Agreement (Pet Quarters Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement Agreement, Borrower shall not be obligated to pay, and Lenders shall not be entitled to charge, collect, receive, reserve, or take, interest (it being understood that “interest” shall be calculated as the other Loan Documentsaggregate of all charges which constitute interest under applicable law that are contracted for, none charged, reserved, received, or paid) in excess of the terms Highest Lawful Rate. During any period of time in which the interest rates specified herein exceed the Highest Lawful Rate, interest shall accrue and provisions be payable at such maximum rate; provided that, if the interest rates decline below the Highest Lawful Rate, interest shall continue to accrue and be payable at the Highest Lawful Rate (so long as there remains any unpaid principal with respect to the Advances) until the interest that has been paid equals the amount of interest that would have been paid if interest had at all times accrued and been payable at the applicable interest rates specified in this Agreement.
(b) If, for any reason, Lenders receive anything of value as interest or anything deemed interest by applicable law under this Agreement or any of the other Loan Documents shall ever be construed to create a contract or obligation to pay otherwise that results in Lenders receiving interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any an amount in excess of the Maximum Highest Lawful Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would excess shall be payable in applied to the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess reduction of the Maximum Rateprincipal amount owing hereunder or on account of any other Indebtedness of Borrower owing to Lenders, and not to the payment of interest. If the amount of such excess exceeds the unpaid principal balance of all Indebtedness of Borrower owing to Lenders, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid refunded to the Borrower. .
(c) In determining whether or not the interest paid or payable, under payable with respect to any specific contingency, Indebtedness of Borrower owing to Lenders exceeds the Maximum Highest Lawful Rate, the Agent, each Revolving Credit Lender Borrower and the BorrowerLenders shall, to the maximum extent permitted by Applicable Law, shall applicable law: (iA) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, ; (iiB) exclude voluntary prepayments and the effects thereof, and ; (iiiC) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, such Indebtedness so that the interest rate it does not exceed the Maximum Rate maximum amount permitted by applicable law; or (D) allocate interest between portions of such Indebtedness so that, to the greatest extent possible, no such portion shall bear interest at any time during a rate greater than the Highest Lawful Rate.
(d) For purposes of this Section 2.12, the term “applicable law” means the internal laws of the LiabilitiesState of Colorado, provided that, to the extent, contrary to the express intent of the parties, Colorado law is found to be inapplicable to this Agreement, then “applicable law” also means that law in effect from time to time and applicable to this loan transaction which lawfully permits the charging and collection of the highest permissible, lawful, non-usurious rate of interest on such loan transaction and this Agreement, and, to the extent controlling, laws of the United States of America.
Appears in 1 contract
Samples: Borrowing Base Revolving Line of Credit Agreement (Industrial Income Trust Inc.)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions No provision of this Agreement or the of any other Loan Documents Document shall ever be construed to create a contract require the payment or obligation to pay the collection of interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section 13.12 shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargeits sureties, receiveguarantors, take, collect, reserve successors or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, assigns shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender other excess sum paid for the use, forbearance or detention of sums loaned pursuant hereto. In the event any Bank ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Law, shall applicable law (ia) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained Anything in this Agreement or the other Loan DocumentsNotes to the contrary notwithstanding, none of the terms Borrowers shall never be required to pay unearned interest on the Notes and provisions of this Agreement or the other Loan Documents shall ever never be construed to create a contract or obligation required to pay interest on such Notes at a rate in excess of the Maximum Lawful Rate; , and neither if the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as effective rate of interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in which would otherwise be payable under this Agreement and such Notes shall receive any unearned interest or in shall receive monies that are deemed to constitute interest which would increase the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser effective rate of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount such Notes to a rate in excess of the Maximum Lawful Rate, such then (a) the amount of interest which would otherwise be deemed excessive interest payable under this Agreement and such Notes shall be deemed a partial payment reduced to the Maximum Lawful Rate, and (b) any unearned interest paid by the Borrowers or prepayment any interest paid by the Borrowers in excess of the Maximum Lawful Rate shall, at the option of the older of such Notes, be either refunded to the Borrowers or credited on the principal of such Notes. It is further agreed that, without limitation of the Liabilities and treated hereunder as such; and if foregoing, all calculations of the Liabilitiesrate of interest contracted for, charged or received by the Lender under the Notes, or applicable portions thereofunder this Agreement, that are paid in full, any remaining excess shall promptly be paid to made for the Borrower. In purpose of determining whether the interest paid or payable, under any specific contingency, such rate exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the BorrowerLawful Rate shall be made, to the maximum extent permitted by Applicable Lawthe applicable law (now or hereafter enacted), shall by amortizing, prorating and spreading in equal parts during the period of the full stated term of the Loan evidenced by the Notes all interest at any time contracted for, charged or received by the Lender in connection therewith. If at any time and from time to time (i) characterize the amount of interest payable to the Lender on any non-principal payment as an expense, fee or premium rather than as interest, date shall be limited to the Maximum Lawful Rate pursuant to this Section 3.03 and (ii) exclude voluntary prepayments and in respect of any subsequent interest computation period the effects thereofamount of any interest otherwise payable to the Lender would be less than the amount of interest payable to the Lender computed at the Maximum Lawful Rate, and (iii) amortizethen the amount of interest payable to the Lender computed at the Maximum Lawful Rate, prorate, allocate and spread then the amount of interest payable to the Lender in equal or unequal parts respect of such subsequent interest computation period shall continue to be computed at the Maximum Lawful Rate until the total amount of interest throughout payable to the actual term Lender shall equal the total amount of interest which would have been payable to the Liabilities, or applicable portions thereof, so that Lender if the total amount of interest rate does not exceed the Maximum Rate at any time during the term has been computed without giving effect to clause (a) of the Liabilitiesthis Section 3.03.
Appears in 1 contract
Samples: Loan Agreement (Dakota Mining Corp)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall It is expressly stipulated and agreed to be the intent of Borrower and Lender at any time exceed all times to comply with the Maximum Rate.
(b) If at any time applicable Colorado law governing the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the maximum rate of interest payable on such Liability below the Maximum Rate until indebtedness evidenced by the aggregate Notes and the Loan Agreement (or applicable United States federal law to the extent that it permits Lender to contract for, charge, take, reserve or receive a greater amount of interest accrued on such Liability equals than under Colorado law). If the aggregate applicable law is ever judicially interpreted so as to render usurious any amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(ci) Notwithstanding anything contracted for, charged, taken, reserved or received pursuant to the contrary contained in this Agreement or Notes, the other Loan DocumentsAgreement, none any of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed or any other communication or writing by or between Borrower and Lender related to create a contract the transaction or obligation transactions that are the subject matter of the Loan Documents, (ii) contracted for, charged, taken, reserved or received by reason of Lender’s exercise of the option to pay interest at a rate accelerate the maturity of the Notes, or (iii) Borrower will have paid or Lender will have received by reason of any voluntary prepayment by Borrower of the Notes, then it is Borrower’s and Lender’s express intent that all amounts charged in excess of the Maximum Rate; Lawful Rate (as hereinafter defined) shall be automatically canceled, ab initio, and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount all amounts in excess of the Maximum Rate. The Agent, each Revolving Credit Lawful Rate theretofore collected by Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to credited on the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess principal balance of the Maximum RateNotes (or, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, Notes has been or applicable portions thereof, are would thereby be paid in full, any remaining excess shall promptly be paid refunded to Borrower), and the Borrower. In determining whether provisions of the interest paid or payable, under any specific contingency, exceeds the Maximum RateNotes, the AgentLoan Agreement, each Revolving Credit Lender and other Loan Documents shall immediately be deemed reformed and the Borroweramounts thereafter collectible hereunder and thereunder reduced, without the necessity for the execution of any new document, so as to comply with the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment but so as an expenseto permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, fee or premium rather than as interesthowever, (ii) exclude voluntary prepayments and if the effects thereof, and (iii) amortize, prorate, allocate and spread Notes have been paid in equal or unequal parts full before the total amount end of interest throughout the actual stated term of the LiabilitiesNotes, then Borrower and Lender agree that Lender shall, with reasonable promptness after Lender discovers or applicable portions thereof, so is advised by Borrower that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.was received in an amount in
Appears in 1 contract
Maximum Interest Rate. (a) No In no event shall any interest rate specified in this Agreement provided for hereunder or under any other Loan Document shall at any time of the DIP Financing Documents exceed the maximum rate legally chargeable by any Lender under applicable law for such Lender with respect to loans of the type provided for hereunder (the "Maximum Rate.
(b) If at "). If, in any time the month, any interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Raterate, so thatabsent such limitation, as provided in Section 19-18(a), interest accruing on such Liability is limited to would have exceeded the Maximum Rate, then any subsequent reduction the interest rate for that month shall be the Maximum Rate, and, if in future months, that interest rate would otherwise be less than the Contract Rate for such Liability Maximum Rate, then that interest rate shall not reduce the rate of interest on such Liability below remain at the Maximum Rate until such time as the aggregate amount of interest accrued on such Liability paid hereunder equals the aggregate amount of interest which would have been paid if the same had not been limited by the Maximum Rate. In the event that, upon payment in full of the Obligations, the total amount of interest paid or accrued under the terms of this Agreement is less than the total amount of interest which would, but for this Section 2.3, have been paid or accrued if the interest rate otherwise set forth in this Agreement had at all times been in effect, then the Borrowers shall, to the extent permitted by applicable law, pay the Administrative Agent, for the account of the Lenders, an amount equal to the excess of (a) the lesser of (i) the amount of interest which would have been charged if the Maximum Rate had, at all times, been in effect or (ii) the amount of interest which would have accrued on such Liability if had the Contract Rate for such Liability had interest rate otherwise set forth in this Agreement, at all times times, been in effect.
effect over (c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xb) the amount of such interest, charge, fee, expense interest actually paid or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable accrued under this Agreement Agreement. If a court of competent jurisdiction determines that the Administrative Agent and/or any Lender has received interest and other charges hereunder or under any of the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount DIP Financing Documents in excess of the Maximum Rate, such amount which would be deemed excessive interest excess shall be deemed a partial payment or prepayment received on account of, and shall automatically be applied to reduce, the Obligations other than interest, in the inverse order of principal of the Liabilities and treated hereunder as such; maturity, and if there are no Obligations outstanding, the Liabilities, or applicable portions thereof, are paid in full, any remaining excess Administrative Agent and/or such Lender shall promptly be paid refund to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesBorrowers such excess.
Appears in 1 contract
Samples: Post Petition Credit Agreement (Westpoint Stevens Inc)
Maximum Interest Rate. (a) No interest rate specified If the Interest Rate, absent the limitation set forth in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum RateSection 3.3, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to would have exceeded the Maximum Rate, then any subsequent reduction the Interest Rate shall be the Maximum Rate. Each Agent, each Lender, and each Borrower acknowledges, agrees, and declares that it is its intention to expressly comply with all Requirements of Law in respect of limitations on the Contract Rate for such Liability shall not reduce the amount or rate of interest on such Liability below that can legally be contracted for, charged, or received under or in connection with the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Loan Documents. Notwithstanding anything to the contrary contained in this Agreement or any Loan Document (even if any such provision expressly declares that it controls all other provisions of the other Loan Documents), none in no contingency or event whatsoever shall the amount of interest (including the terms and provisions aggregate of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever chargeall charges, receivefees, takebenefits, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents compensation which constitutes interest under applicable lawany Requirement of Law) under the Loan Documents paid by any Borrower, ipso facto and under any and all circumstancesreceived by the Administrative Agent, shall be limited or reduced to an amount equal to the lesser Letter of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Credit Issuer, or (y) an amountany Lender, which when added agreed to all other interest payable under this Agreement and be paid by any Borrower, or requested or demanded to be paid by the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoingAdministrative Agent, the Agent Letter of Credit Issuer, or any Revolving Credit Lender ever contracts forLender, charges, receives, takes, collects, reserves or applies as interest any amount in excess of exceed the Maximum Rate, such amount which would be deemed excessive interest and all provisions of the Loan Documents in respect of the contracting for, charging, or receiving compensation for the use, forbearance, or detention of money shall be deemed a partial payment or prepayment of principal of limited as provided by this Section 3.3. In the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, event any remaining excess shall promptly be such interest is paid to the Borrower. In determining whether Administrative Agent, the interest paid Letter of Credit Issuer, or payableany Lender by the Borrowers, under or any specific contingencyof them, exceeds in an amount or at a rate which would exceed the Maximum Rate, the Administrative Agent, each Revolving the Letter of Credit Lender Issuer, or such Lender, as the case may be, shall automatically apply such excess to any unpaid amount of the Obligations other than interest, in inverse order of maturity, or if the amount of such excess exceeds said unpaid amount, such excess shall be paid to the paying Borrowers or Borrower, as applicable. All interest paid, or agreed to be paid, by any Borrower, or taken, reserved, or received by the Administrative Agent, the Letter of Credit Issuer, or any Lender, shall be amortized, prorated, spread, and allocated in respect of the Obligations throughout the full term of this Agreement. The Borrowers, the Agents, the Letter of Credit Issuer, and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawunder any Requirement of Law and the Loan Documents, shall (iA) characterize any non-non principal payment as an a standby fee, commitment fee, prepayment charge, delinquency charge, expense, fee or premium reimbursement for a third party expense rather than as interest, interest and (iiB) exclude voluntary prepayments prepayments, acceleration, and the effects thereof. Nothing in any Loan Document shall be construed or so operate as to require or obligate the Borrowers, and (iii) amortizeor any of them, prorateto pay any interest, allocate and spread in equal fees, costs, or unequal parts charges greater than is permitted by any Requirement of Law. Subject to the total amount foregoing, the Borrowers hereby agree that the actual effective rate of interest throughout from time to time existing under the actual term Loan Documents, including all amounts agreed to by the Borrowers or charged or received by the Administrative Agent, the Letter of the LiabilitiesCredit Issuer, or applicable portions thereofthe Lenders pursuant to and in accordance with the Loan Documents, so that which may be deemed to be interest under any Requirement of Law, shall be deemed to be a rate which is agreed to and stipulated by the interest rate does not exceed Borrowers and the Maximum Rate at any time during the term Lenders in accordance with Requirements of the LiabilitiesLaw.
Appears in 1 contract
Samples: Loan and Security Agreement (EveryWare Global, Inc.)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall It is expressly stipulated and agreed to be the intent of Maker and Payee at any time exceed all times to comply with the Maximum Rate.
(b) If at any time applicable Texas law governing the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the maximum rate of interest payable on such Liability below the Maximum Rate until indebtedness evidenced by this Note and the aggregate Loan Agreement (or applicable United States federal law to the extent that it permits Payee to contract for, charge, take, reserve or receive a greater amount of interest accrued on such Liability equals than under Texas law). If the aggregate applicable law is ever judicially interpreted so as to render usurious any amount (i) contracted for, charged, taken, reserved or received pursuant to this Note, the Loan Agreement, any of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed or any other communication or writing by or between Maker and Payee related to create a contract the transaction or obligation transactions that are the subject matter of the Loan Documents, (ii) contracted for, charged, taken, reserved or received by reason of Payee’s exercise of the option to pay interest at a rate accelerate the maturity of this Note, or (iii) Maker will have paid or Payee will have received by reason of any voluntary prepayment by Maker of this Note, then it is Maker’s and Payee’s express intent that all amounts charged in excess of the Maximum Rate; Lawful Rate (as hereinafter defined) shall be automatically canceled, ab initio, and neither all amounts in excess of the Agent nor any Revolving Credit Lender Maximum Lawful Rate theretofore collected by Payee shall ever charge, receive, take, collect, reserve or apply, as interest be credited on the Liabilitiesprincipal balance of this Note (or, if this Note has been or would thereby be paid in full, refunded to Maker), and the provisions of this Note, the Loan Agreement, and other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity for the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if this Note has been paid in full before the end of the stated term of this Note, then Maker and Payee agree that Payee shall, with reasonable promptness after Payee discovers or is advised by Maker that interest was received in an amount in excess of the Maximum Lawful Rate, either refund such excess interest to Maker and/or credit such excess interest against this Note then owing by Maker to Payee. The Agent, each Revolving Credit Lender and the Borrower each Maker hereby agrees that as a condition precedent to any interestclaim seeking usury penalties against Payee, chargeMaker will provide written notice to Payee, fee, expense or other Liability provided for advising Payee in this Agreement or in reasonable detail of the other Loan Documents which constitutes interest under applicable law, ipso facto nature and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereofviolation, and Payee shall have sixty (iii60) amortizedays after receipt of such notice in which to correct such usury violation, prorateif any, allocate by either refunding such excess interest to Maker or crediting such excess interest against this Note and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilitiesthen owing by Maker to Payee. LOAN AGREEMENT, or applicable portions thereofSCHEDULE 1, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.PAGE 1-2
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Law, shall applicable law,
(ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No Notwithstanding the foregoing provisions of Section 2.3 regarding the rates of interest rate specified in this Agreement or any other Loan Document shall at any time exceed applicable to the Maximum Rate.
(b) If Loan, if at any time the amount of such interest rate (computed on the “Contract Rate”) for any Liability shall basis of the Applicable Interest Rate would exceed the Maximum Rate, so that, as provided in Section 19-18(a), amount of such interest accruing on such Liability is limited to computed upon the Maximum Rate, then any subsequent reduction in basis of the Contract Rate for such Liability shall not reduce the maximum rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been permitted by applicable state or federal law in effect.
(c) Notwithstanding anything effect from time to time hereafter, after taking into account, to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilitiesextent required by applicable law, any amount in excess of the Maximum Rate. The Agentand all fees, each Revolving Credit Lender payments, charges and the Borrower each agrees that any interest, charge, fee, expense or other Liability calculations provided for in this Agreement or in any other agreement between Borrower and Lender (the other Loan Documents which constitutes interest under applicable law"Maximum Legal Rate"), ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Loan Agreement shall be computed upon the basis of the Maximum Legal Rate.
(b) No agreements, conditions, provisions or stipulations contained in this Loan Agreement or any other instrument, document or agreement between Borrower and Lender or default of Borrower, or the exercise by Lender of the right to accelerate the payment of the maturity of principal and interest, or to exercise any option whatsoever contained in this Loan Agreement or any other agreement between Borrower and Lender, or the arising of any contingency whatsoever, shall entitle Lender to collect, in any event, interest exceeding the Maximum Legal Rate and in no event shall Borrower be obligated to pay interest exceeding such Maximum Legal Rate and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel Borrower to pay a rate of interest exceeding the Maximum Legal Rate, shall be without binding force or effect, at law or in equity, to the extent only of the excess of the Maximum Legal Rate ("Excess"), Borrower acknowledges and stipulates that any such charge shall be the result of an accidental and bona fide error, and such Excess shall be, first, applied to reduce the principal then unpaid hereunder; second, applied to reduce the Obligations; and third, returned to Borrower, it being the intention of the parties hereto not to enter at any time into a usurious or otherwise illegal relationship. Borrower recognizes that, with fluctuations in the Applicable Interest Rate and the Maximum Legal Rate, such an unintentional result could inadvertently occur. By the execution of this Loan Agreement, Borrower covenants that it shall not seek or pursue any other Loan Documentsremedy, equals legal or equitable, against Lender, based in whole or in part upon the Maximum Rate. If, notwithstanding the foregoing, the Agent charging or receiving of any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratemaximum authorized by applicable law. For the purpose of determining whether or not any Excess has been contracted for, such amount which would be deemed excessive charged or received by Lender, all interest at any time contracted for, charged or received by Lender in connection with this Loan Agreement shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilitiesamortized, or applicable portions thereofprorated, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocated and spread in equal parts during the entire term of this Loan Agreement.
(c) The provisions of this Section 2.4 shall be deemed to be incorporated into every document or unequal parts communication relating to the total amount Obligations which set forth or prescribe any account, right or claim or alleged account, right or claim of Lender with respect to Borrower (or any other obligor in respect of Obligations), whether or not any provision of Section 2.4 is referred to therein. All such documents and communications and all figures set forth therein shall, for the sole purpose of computing the extent of the liabilities and obligations of Borrower (or other obligor) asserted by Lender thereunder, be automatically recomputed by Borrower or other obligor, and by any court considering the same, to give effect to the adjustments or credits required by Section 2.4.
(d) If the applicable state or federal law is amended in the future to allow a greater rate of interest throughout to be charged under this Agreement or any other Loan Documents than is presently allowed by applicable state or federal law, then the actual term limitation of interest under this Section 2.4 shall be increased to the Liabilitiesmaximum rate of interest allowed by applicable state or federal law as amended, or applicable portions thereofwhich increase shall be effective hereunder on the effective date of such amendment, so that the and all interest rate does not exceed the Maximum Rate at any time during the term of the Liabilitiescharges owing to Lender by reason thereof shall be payable upon demand.
Appears in 1 contract
Samples: Loan Agreement (Pet Quarters Inc)
Maximum Interest Rate. (a) No Notwithstanding the foregoing provisions of Section 3.1 regarding the rates of interest applicable to the Loans, if at any time the amount of such interest computed on the basis of the Applicable Interest Rate would exceed the amount of such interest computed upon the basis of the maximum rate specified of interest permitted by applicable state or federal law in effect from time to time hereafter, after taking into account, to the extent required by applicable law, any and all fees, payments, charges and calculations provided for in this Agreement or in any other Loan Document agreement between Borrower and Lender (the "Maximum Legal Rate"), the interest payable under this Agreement shall at any time exceed be computed upon the basis of the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Legal Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then but any subsequent reduction in the Contract Reference Rate for such Liability shall not reduce the rate of such interest on such Liability thereafter payable hereunder below the amount computed on the basis of the Maximum Legal Rate until the aggregate amount of such interest accrued on such Liability and payable under this Agreement equals the aggregate total amount of interest which would have accrued on if such Liability if the Contract Rate for such Liability interest had been at all times been in effectcomputed solely on the basis of the Applicable Interest Rate.
(cb) Notwithstanding anything to the contrary No agreements, conditions, provisions or stipulations contained in this Agreement or any other instrument, document or agreement between Borrower and the other Loan DocumentsLender or default of Borrower, none or the exercise by the Lender of the terms and provisions of this Agreement or right to accelerate the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess payment of the Maximum Rate; maturity of principal and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for to exercise any option whatsoever contained in this Agreement or in any other agreement between Borrower and the other Loan Documents which constitutes interest under applicable lawLender, ipso facto and under or the arising of any and all circumstancescontingency whatsoever, shall be limited or reduced entitle the Lender to an amount equal to the lesser of (x) the amount of such interestcollect, chargein any event, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals exceeding the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as Legal Rate and in no event shall Borrower be obligated to pay interest any amount in excess of the exceeding such Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.Legal
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified Nothing contained in this Agreement or the Notes shall require the Borrower to pay interest at a rate exceeding the maximum rate permitted by applicable law. Neither this Section nor Section 9.08 is intended to limit the rate of interest payable for the account of any other Loan Document shall at any time exceed Bank or the Maximum RateIssuing Bank, as the case may be, to the maximum rate permitted by the laws of the State of New York if a higher rate is permitted with respect to such Bank or the Issuing Bank, as the case may be, by supervening provisions of United States federal law.
(b) If at the amount of interest payable for the account of any time Bank or the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so thatIssuing Bank, as provided the case may be, on any date in respect of the immediately preceding interest computation period, computed pursuant to Section 19-18(a)2.06 or, interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate case of interest on Reimbursement Obligations or other amounts payable in respect of Letters of Credit, Section 2.07, would exceed the maximum amount permitted by applicable law to be charged by such Liability below Bank or the Maximum Rate until Issuing Bank, as the aggregate case may be, the amount of interest accrued payable for its account on such Liability equals the aggregate amount of interest which would have accrued on date shall be automatically reduced to such Liability if the Contract Rate for such Liability had at all times been in effectmaximum permissible amount.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) If the amount of such interestinterest payable for the account of any Bank or the Issuing Bank, chargeas the case may be, fee, expense or other Liability that would be payable in the absence respect of any interest computation period is reduced pursuant to clause (b) of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout payable for its account in respect of any subsequent interest computation period, computed pursuant to Section 2.06 or, in the actual term case of interest on Reimbursement Obligations or other amounts payable in respect of Letters of Credit, Section 2.07, would be less than the Liabilitiesmaximum permissible amount permitted by applicable law to be charged by such Bank or the Issuing Bank, as the case may be, then the amount of interest payable for its account in respect of such subsequent interest computation period shall be automatically increased to such maximum permissible amount; provided that at no time shall the aggregate amount by which interest paid for the account of any Bank or applicable portions thereofthe Issuing Bank, so that as the interest rate does not case may be, has been increased pursuant to this clause (c) exceed the Maximum Rate at any time during the term aggregate amount by which interest paid for its account has theretofore been reduced pursuant to clause (b) of the Liabilitiesthis Section.
Appears in 1 contract
Maximum Interest Rate. (a) No The maximum total interest that Holder shall be entitled to receive pursuant to this Debenture shall not exceed the maximum rate specified in permitted pursuant to applicable law. Borrower and Holder intend to comply at all times with applicable usury laws. Notwithstanding any provision of this Agreement or any other Loan Document shall Debenture, if at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for applicable usury law would ever render usurious any Liability shall exceed the Maximum Rateamounts contemplated by this Debenture, so that, as provided in Section 19-18(a), interest accruing on such Liability it is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Borrower’s and Xxxxxx’s express intention that Borrower shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation required to pay interest pursuant to this Debenture at a rate in excess of the Maximum Rate; maximum lawful rate, that the provisions of this Section 8.1 of this Article Eight shall control any other inconsistent provisions of this Debenture, that such excess interest shall be immediately credited pursuant to the principal balance of this Debenture (or, if this Debenture has been fully paid, refunded by Holder to Borrower), and neither the Agent nor any Revolving Credit Lender provisions hereof shall ever chargebe immediately reformed and the amounts thereafter collectible pursuant to this Debenture reduced, receive, take, collect, reserve or apply, as interest on without the Liabilities, any amount in excess necessity of the Maximum Rate. The Agentexecution of any further documents, each Revolving Credit Lender and so as to comply with the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under then applicable law, ipso facto but so as to permit the recovery of the fullest amount otherwise called for pursuant to this Debenture. Any such crediting or refund shall not cure or waive any default by Borrower pursuant to this Debenture. If at any time following any reduction in the interest rate payable by Borrower there remains unpaid any principal amount pursuant to this Debenture and under any and all circumstancesthe maximum interest rate allowed by applicable law is increased or eliminated, then the interest payable pursuant to this Debenture shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrowerreadjusted, to the maximum extent permitted not prohibited by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereoflaw, so that the total dollar amount of interest rate does not exceed payable pursuant to this Debenture shall be equal to the Maximum Rate at any time during dollar amount of interest which would have been paid by Borrower without giving effect to the reduction in interest resulting from compliance with applicable usury laws. The term “applicable law” as used in this Debenture shall mean the laws of the LiabilitiesState of Nevada, or federal law in the event that federal law preempts Nevada law.
Appears in 1 contract
Maximum Interest Rate. (a) No In no event shall any interest rate specified in this Agreement or any other Loan Document shall at any time provided for hereunder exceed the Maximum Rate.
maximum rate legally chargeable by any Lender under applicable law for such Lender with respect to loans of the type provided for hereunder (b) the "MAXIMUM RATE"). If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligations shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require or permit the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract contracting for or obligation to pay charging interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section 1.9 shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargesurety, receiveguarantor, take, collect, reserve successor or apply, as interest on the Liabilities, any amount in excess assign of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations (in the inverse order of maturity); and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iib) exclude voluntary prepayments and the effects effect thereof, and (iiic) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Samples: Credit Agreement (Packaged Ice Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement Agreement, Borrower shall not be obligated to pay, and Lenders shall not be entitled to charge, collect, receive, reserve, or take, interest (it being understood that "interest" shall be calculated as the other Loan Documentsaggregate of all charges which constitute interest under applicable law that are contracted for, none charged, reserved, received, or paid) in excess of the terms Highest Lawful Rate. During any period of time in which the interest rates specified herein exceed the Highest Lawful Rate, interest shall accrue and provisions be payable at such maximum rate; provided that, if the interest rates decline below the Highest Lawful Rate, interest shall continue to accrue and be payable at the Highest Lawful Rate (so long as there remains any unpaid principal with respect to the Advances) until the interest that has been paid equals the amount of interest that would have been paid if interest had at all times accrued and been payable at the applicable interest rates specified in this Agreement.
(b) If, for any reason, Lenders receive anything of value as interest or anything deemed interest by applicable law under this Agreement or any of the other Loan Documents shall ever be construed to create a contract or obligation to pay otherwise that results in Lenders receiving interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any an amount in excess of the Maximum Highest Lawful Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would excess shall be payable in applied to the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess reduction of the Maximum Rateprincipal amount owing hereunder or on account of any other Indebtedness of Borrower owing to Lenders, and not to the payment of interest. If the amount of such excess exceeds the unpaid principal balance of all Indebtedness of Borrower owing to Lenders, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid refunded to the Borrower. .
(c) In determining whether or not the interest paid or payable, under payable with respect to any specific contingency, Indebtedness of Borrower owing to Lenders exceeds the Maximum Highest Lawful Rate, the Agent, each Revolving Credit Lender Borrower and the BorrowerLenders shall, to the maximum extent permitted by Applicable Law, shall applicable law: (iA) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, ; (iiB) exclude voluntary prepayments and the effects thereof, and ; (iiiC) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, such Indebtedness so that the interest rate it does not exceed the Maximum Rate maximum amount permitted by applicable law; or (D) allocate interest between portions of such Indebtedness so that, to the greatest extent possible, no such portion shall bear interest at any time during a rate greater than the Highest Lawful Rate.
(d) For purposes of this Section 2.13, the term "applicable law" means the internal laws of the LiabilitiesState of New York, provided that, to the extent, contrary to the express intent of the parties, New York law is found to be inapplicable to this Agreement, then "applicable law" also means that law in effect from time to time and applicable to this loan transaction which lawfully permits the charging and collection of the highest permissible, lawful, non-usurious rate of interest on such loan transaction and this Agreement, and, to the extent controlling, laws of the United States of America.
Appears in 1 contract
Samples: Borrowing Base Revolving Line of Credit Agreement (Cole Credit Property Trust Iv, Inc.)
Maximum Interest Rate. (1) In the event that any provision of this Agreement would oblige the Borrower to make any payment of interest or any other payment which is construed by a court of competent jurisdiction to be interest in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by a 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 deemed to have been adjusted nunc pro tunc to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by such Lender of interest at a criminal rate, such adjustment to be effected, to the extent necessary, as follows:
(i) firstly, by reducing the amount or rate of interest required to be paid under Section 5.01 of this Agreement; and
(ii) thereafter, by reducing any fees, commissions, premiums and other amounts which would constitute interest for the purposes of Section 347 of the Criminal Code (Canada);
(2) If, notwithstanding the provisions of clause (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed Section and after giving effect to create all adjustments contemplated thereby, a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any have received an amount in excess of the Maximum Rate. The Agentmaximum permitted by such clause, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, then such excess shall be limited or reduced to an amount equal applied by such Lender to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess reduction of the Maximum Rateprincipal balance of the Outstanding Borrowings and not to the payment of interest or if such excessive interest exceeds such principal balance, such amount which would be deemed excessive interest excess shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid refunded to the Borrower. In determining whether the interest paid ; and
(3) Any amount or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount rate of interest throughout the actual term referred to in this Section shall be determined in accordance with generally accepted actuarial practices and principles at an effective annual rate of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during over the term of this Agreement on the Liabilitiesassumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in the Criminal Code (Canada)) shall, if they relate to a specific period of time, be prorated over that period of time and otherwise be prorated over the Term of this Agreement and, in the event of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by the Agent shall be conclusive for the purposes of such determination.
Appears in 1 contract
Maximum Interest Rate. (a) No Notwithstanding anything to the contrary contained in this Agreement or any other Loan Document, no interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentBorrower, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrower the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
(c) Pursuant to Article 15.10(b) of Chapter 15, Subtitle 79, Revised Civil Statutes of Texas 1925, as amended, the Borrower agrees that such Chapter 15 (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not govern or in any manner apply to the Obligations.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or Regardless of any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary provision contained in this Agreement or any of the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, never be entitled to receive, take, collect, reserve collect or apply, apply as interest on the Liabilities, Debentures any amount in excess of interest calculated at the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interestand, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability event that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of such excess, the Maximum Rate, such amount which would be deemed excessive interest shall be deemed to be a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and and, if the Liabilities, or applicable portions thereof, are principal amount of the Obligation is paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, payable under any specific contingency, contingency exceeds interest calculated at the Maximum Rate, the Agent, each Revolving Credit Borrower and Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawunder applicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, proratepro rate, allocate and spread spread, in equal or unequal parts parts, the total amount of interest throughout the actual entire contemplated term of the LiabilitiesDebentures; provided that, or applicable portions if the Debentures is paid and performed in full prior to the end of the full contemplated term thereof, so that and if the interest rate does not exceed received for the actual period of existence thereof exceeds interest calculated at the Maximum Rate Rate, Lender shall refund to Borrower the amount of such excess or credit the amount of such excess against the principal amount of the Debentures and, in such event, Lender shall not be subject to any penalties provided by any laws for contracting for, charging, taking, reserving or receiving interest in excess of interest calculated at the Maximum Rate. (b) “Maximum Rate” shall mean, on any day, the highest nonusurious rate of interest permitted by applicable law on such day that, at any time during or from time to time, may be contracted for, taken, reserved, charged or received on the term Indebtedness evidenced by the Debentures under the laws which are presently in effect of the LiabilitiesUnited States of America and the laws of any other jurisdiction which are or may be applicable to the holder of the Debentures and such Indebtedness or, to the extent permitted by law, under such applicable laws of the United States of America and the laws of any other jurisdiction which are or may be applicable to the holder of the Debentures and which may hereafter be in effect and which allow a higher maximum nonusurious interest rate than applicable laws now allow.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this Revolving Loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and Obligations, and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a1) No interest rate specified in In the event that any provision of this Agreement would oblige a Borrower to make any payment of interest or any other Loan Document shall payment which is construed by a court of competent jurisdiction to be interest in an amount or calculated at any time exceed a rate which would be prohibited by applicable law, regulation, order, rule or direction (a "Usury Restraint") which prohibits or restricts the charging, receipt or retention of interest or other amounts at the rates and amounts set forth herein (the "Stated Rate") in excess (the "Excess") of the maximum rates or amount (the "Maximum Rate.
(b") If at any time stipulated in the interest Usury Restraint, then notwithstanding such provision, such amount or rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited be deemed to have been adjusted nunc pro tunc to the Maximum Rate, then any subsequent reduction in such adjustment to be effected, to the Contract Rate for such Liability shall not reduce extent necessary, as follows:
(a) firstly, by reducing the amount or rate of interest on such Liability below the Maximum Rate until the aggregate amount required to be paid under Section 5.01 of interest accrued on such Liability equals the aggregate amount of interest this Agreement; and
(b) thereafter, by reducing any fees, commissions, premiums and other amounts which would have accrued on constitute interest for the purposes of such Liability if the Contract Rate for such Liability had at all times been in effect.Usury Restraint;
(c2) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoingprovisions of clause (a) of this Section 1.06 and after giving effect to all adjustments contemplated thereby, the Agent Agents, the Lenders, or any Revolving Credit Lender ever contracts forof them, charges, receives, takes, collects, reserves or applies as interest any shall have received an amount in excess of the Maximum Rate, then such amount which would be deemed excessive interest Excess shall be deemed a partial payment or prepayment of principal applied by the Administrative Agent (on behalf of the Liabilities and treated hereunder as such; and if Lenders) rateably in accordance with the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the BorrowerLenders' respective Commitments, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-reduction of the principal balance of the Outstanding Borrowings and not to the payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout or if such excessive interest exceeds such principal balance, such Excess shall be refunded to the actual term Borrowers; and
(3) Any amount or rate of the Liabilities, or applicable portions thereof, so that the interest referred to in this Section shall be determined in accordance with generally accepted actuarial practices and principles at an effective annual rate does not exceed the Maximum Rate at any time during of interest over the term of this Agreement on the Liabilitiesassumption that any charges, fees or expenses that fall within the meaning of "interest" (as defined in Usury Restraint) shall, if they relate to a specific period of time, be prorated over that period of time and otherwise be prorated over the terms of this Agreement and, in the event of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by the Administrative Agent (on behalf of the Lenders) shall be conclusive for the purposes of such determination.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither Borrower nor the Agent nor any Revolving Credit Lender shall ever chargesureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and Obligations, and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrowerapplicable Loan Party or Loan Parties (as appropriate). In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentLoan Parties, each Revolving Credit Lender the Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.Obligations; provided 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, the Agent and/or the Lenders, as appropriate, shall refund to the applicable Loan Party or Loan Parties (as appropriate) the amount of such excess and,
Appears in 1 contract
Samples: Credit Agreement (Dynamex Inc)
Maximum Interest Rate. (a) No If the amount of interest rate specified payable on this Note for any period in accordance with the terms hereof or the Credit Agreement exceeds the amount of interest that would be payable on this Agreement or any other Loan Document shall Note for such period had interest for such period been calculated at any time exceed the Maximum Interest Rate.
(b) If , then interest for such period shall be payable in an amount calculated at any time the Maximum Interest Rate for such period. Any interest rate (the “Contract Rate”) that would have been due and payable for any Liability period but for the operation of the immediately preceding paragraph shall exceed the Maximum Rate, so that, accrue and be payable on this Note as provided in Section 19-18(a)this paragraph and shall, less interest accruing on such Liability is limited actually paid to the Registered Owner, as applicable, for such period, constitute the “Excess Interest Amount.” If there is any accrued and unpaid Excess Interest Amount as of any date with respect to this Note then the principal amount of this Note shall bear interest at the Maximum Interest Rate, then until payment to the Registered Owner, of the entire Excess Interest Amount. The Authority shall treat the Registered Owner hereof as the absolute owner hereof for all purposes, and the Authority shall not be affected by any subsequent reduction notice to the contrary. Fourth Amendment To Credit Agreement T-28582.003.004 / 2029024.doc 4860-5893-6415.5 THIS NOTE IS BEING ISSUED AS A DRAW-DOWN NOTE, IN THAT THE REGISTERED OWNER OF THIS NOTE WILL PURCHASE THE PRINCIPAL AMOUNT OF THIS NOTE IN INSTALLMENTS BY MAKING ADVANCES IN ACCORDANCE WITH THE TERMS OF THE CREDIT AGREEMENT. ACCORDINGLY, THE PRINCIPAL AMOUNT OF THIS NOTE WHICH HAS BEEN PURCHASED AND IS OUTSTANDING AT ANY GIVEN TIME MAY BE LESS THAN THE COMMITMENT IN EFFECT AT SUCH TIME. THE REGISTERED OWNER OF THIS NOTE MAY MAKE A NOTATION ON THIS NOTE ON THE SCHEDULE ATTACHED HERETO AS TO THE DATE AND THE AMOUNT OF EACH ADVANCE AND AS TO EACH PAYMENT OF PRINCIPAL OF THIS NOTE, BUT THE FAILURE TO MAKE A NOTATION SHALL NOT RELIEVE THE AUTHORITY OF ITS OBLIGATIONS TO PAY THE OUTSTANDING PRINCIPAL OF THIS NOTE, TOGETHER WITH INTEREST HEREON, AS PROVIDED HEREIN AND IN THE CREDIT AGREEMENT. PAYMENTS OF THE PRINCIPAL OF AND PREMIUM, IF ANY, AND INTEREST ON THIS NOTE MAY BE MADE DIRECTLY TO THE REGISTERED OWNER HEREOF WITHOUT NOTATION HEREON. IT CANNOT BE DETERMINED FROM THE FACE OF THIS NOTE WHETHER ALL OR ANY PART OF SUCH PAYMENTS HAVE BEEN PAID. It is hereby certified and recited that any and all acts, conditions and things required to exist, to have happened and to have been performed precedent to and in the Contract Rate for such Liability shall not reduce issuance of this Note do exist, have happened and have been performed in due time, form and manner as required by the rate provisions of interest on such Liability below the Maximum Rate until Act and by the aggregate Constitution and laws of the State of California, and that the amount of interest accrued on such Liability equals this Note, together with all other indebtedness of the aggregate amount of interest which would have accrued on such Liability if Authority, does not exceed any limit prescribed by the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement Act or the other Loan Documents, none Constitution and laws of the terms State of California, and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate is not in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would Notes permitted to be payable in issued under the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesAgreement.
Appears in 1 contract
Samples: Credit Agreement
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and Obligations, and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-non - principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this SECTION shall govern and prevail and neither the Agent Borrowers nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Borrowers shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the BorrowerParent. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrowers and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability obligation under the Loan Documents shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability obligation shall not reduce the rate of interest on such Liability obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability obligation equals the aggregate amount of interest which would have accrued on such Liability obligation if the Contract Rate for such Liability obligation had at all times been in effect.
(c) Notwithstanding anything . As used herein, the term "Maximum Rate" means, at any time with respect to the contrary contained Lender, the maximum rate of non-usurious interest under applicable law that the Lender may charge the Borrower. The Maximum Rate shall be calculated in this Agreement a manner that takes into account any and all fees, payments, and other charges contracted for, charged, or received in connection with the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay that constitute interest at a under applicable law. Each change in any interest rate in excess of provided for herein based upon the Maximum Rate; and neither Rate resulting from a change in the Agent nor any Revolving Credit Lender Maximum Rate shall ever charge, receive, take, collect, reserve or apply, as interest on take effect without notice to the Liabilities, any amount Borrower at the time of such change in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser For purposes of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during under Texas law, the term applicable rate ceiling shall be the "indicated rate ceiling" described in, and computed in accordance with Chapter 303 of the LiabilitiesTexas Finance Code, as amended, substituted for a restated, or if permitted by applicable law and effective upon the giving of the notices required by such Chapter 303 the "quarterly ceiling" or "annualized ceiling" from time to time in effect under such Chapter 303, whichever the Lender shall elect to substitute for the "indicated rate ceiling."
Appears in 1 contract
Samples: Term Credit Agreement (Acxiom Corp)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation SECOND AMENDED AND RESTATED CREDIT AGREEMENT - Page 102 109 below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; , and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; , and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the BorrowerKitty Hawk. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentKitty Hawk and its Subsidiaries, each Revolving Credit Lender Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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 Kitty Hawk the amount of such excess and, in such event, Agent and Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
(c) Pursuant to Chapter 346 of the Finance Code of the State of Texas, as amended, each of Kitty Hawk and its Subsidiaries agrees that such Chapter 346 (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not govern or in any manner apply to the Obligations.
Appears in 1 contract
Samples: Credit Agreement (Kitty Hawk Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document (the "Contract Rate") shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) Rate for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The AgentIf any excess of interest in such respect is hereby provided for, each Revolving Credit Lender or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section 14.12 shall govern and prevail and neither the Borrower each agrees that any interestnor the sureties, chargeguarantors, feesuccessors, expense or other Liability provided for in this Agreement or in assigns of the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Borrower shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the Maximum Rate shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and Obligations, and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified If the Interest Rate, absent the limitation set forth in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum RateSection 3.3, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to would have exceeded the Maximum Rate, then any subsequent reduction the Interest Rate shall be the Maximum Rate, and, if in the Contract future, the Interest Rate for such Liability would otherwise be less than the Maximum Rate, then the Interest Rate shall not reduce the rate of interest on such Liability below remain at the Maximum Rate until such time as the aggregate amount of interest accrued on such Liability paid hereunder equals the aggregate amount of interest which would have accrued on such Liability been paid if the Contract same had not been limited by the Maximum Rate. In the event that, upon payment in full of the Obligations, the total amount of interest paid or accrued under the terms of this Agreement is less than the total amount of interest which would, but for this Section 3.3, have been paid or accrued if the Interest Rate for such Liability otherwise set forth in this Agreement had at all times been in effect.
, then the Borrowers shall, to the extent permitted by applicable law, pay the Agent, for the account of the Lenders, an amount equal to the excess of (ca) the lesser of (i) the amount of interest which would have been paid or accrued if the Maximum Rate had, at all times, been in effect or (ii) the amount of interest which would have been paid or accrued had the interest rate otherwise set forth in this Agreement, at all times, been in effect over (b) the amount of interest actually paid or accrued under this Agreement. The Agent, each Lender, and each Borrower acknowledges, agrees, and declares that it is its intention to expressly comply with all Requirements of Law in respect of limitations on the amount or rate of interest that can legally be contracted for, charged, or received under or in connection with the Loan Documents. Notwithstanding anything to the contrary contained in this Agreement or any Loan Document (even if any such provision expressly declares that it controls all other provisions of the other Loan Documents), none in no contingency or event whatsoever shall the amount of interest (including the terms and provisions aggregate of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever chargeall charges, receivefees, takebenefits, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents compensation which constitutes interest under applicable lawany Requirement of Law) under the Loan Documents paid by any Borrower, ipso facto and under any and all circumstancesreceived by the Agent, shall be limited or reduced to an amount equal to the lesser Letter of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Credit Issuer, or (y) an amountany Lender, which when added agreed to all other interest payable under this Agreement and be paid by any Borrower, or requested or demanded to be paid by the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoingAgent, the Agent Letter of Credit Issuer, or any Revolving Credit Lender ever contracts forLender, charges, receives, takes, collects, reserves or applies as interest any amount in excess of exceed the Maximum Rate, such amount which would be deemed excessive interest and all provisions of the Loan Documents in respect of the contracting for, charging, or receiving compensation for the use, forbearance, or detention of money shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder limited as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted provided by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilitiesthis Section 3.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified Any provision herein, or in any document --------------------- securing this Agreement, or any other document executed or delivered in connection herewith, including the Loan Documents, or in any other agreement or commitment, whether written or oral, expressed or implied, to the contrary notwithstanding, neither Lender nor any successor or assignee shall in any event be entitled to receive or collect, nor shall or may amounts received hereunder be credited, so that Lender or any successor or assignee shall be paid, as interest, a sum greater than the maximum amount permitted by applicable law to be charged to the Borrowers. If any construction of this Agreement or any document securing this Agreement, or any and all other Loan Document papers, agreements or commitments, indicate a different right given to Lender or any successor or assignee to ask for, demand or receive any larger sum as interest, such is a mistake in calculation or wording which this clause shall at any time exceed override and control, it being the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none intention of the terms parties that this Agreement, and provisions all other instruments securing the payment of this Agreement or the other Loan Documents executed or delivered in connection herewith shall in all things comply with applicable law and proper adjustments shall automatically be made accordingly. In any event that Lender or any successor or assignee ever be construed to create receives, collects or applies or a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, governmental entity deems as interest on the Liabilitiesinterest, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount sum in excess of the Maximum Rate, if any such excess amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal applied to the reduction of the Liabilities and treated hereunder as such; unpaid principal balance of the Obligation, and if the Liabilities, or applicable portions thereof, are Obligation is paid in full, any remaining excess shall promptly be paid to the BorrowerBorrowers. In determining whether or not the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agentif any, each Revolving Credit Borrowers and Lender and the Borroweror any successor or assignee shall, to the maximum extent permitted by Applicable Law, shall under applicable law: (i) characterize any non-principal nonprincipal payment as an expense, expense or fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts "spread" the total amount of interest throughout the actual entire term of this Agreement; provided that if this Agreement is paid and performed in full prior to the Liabilitiesend of the full contemplated term hereof, and if the interest received for the actual period of existence thereof exceeds the Maximum Rate, if any, Lender or any successor or assignee shall refund to Borrowers the amount of such excess, or applicable portions thereof, so that credit the interest rate does not exceed amount of such excess against the Maximum Rate aggregate unpaid principal balance of all advances made by the Lender or any successor or assignee under the Obligation at any the time during the term of the Liabilitiesin question.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified It is the intention of Lender and Borrower and all other parties to the Loans to conform to and contract in this Agreement strict compliance with applicable usury laws from time-to-time in effect. All agreements between Lender or any other holder of the Notes and Borrower (or any other party liable with respect to indebtedness under the Loan Document Documents) are hereby limited by this provision, which shall at control and override all such agreements. In no way, nor in any time exceed event or contingency (including, but not limited to, prepayment, default, demand for payment, or the Maximum Rate.
(b) If at acceleration of maturity of any time Obligations, or the recharacterization of any application fee, loan commitment fees, additional commitment fees, or origination fees as interest), shall the interest rate (taken, reserved, contracted for, charged or received under the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Notes, or (y) an amountotherwise, which when added to all other interest payable under this Agreement and the other Loan Documents, equals exceed the Maximum Rate. If, notwithstanding the foregoingfrom any possible construction of any document, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount would otherwise be payable in excess of the Maximum Rate, any such construction shall be subject to this provision, and such document shall be automatically reformed, and the interest payable shall be automatically reduced to the Maximum Rate permitted under applicable law, without the necessity of the execution of any amendment or new document. If Lender or the holder of the Notes shall ever receive any thing of value that is characterized as interest under applicable law and that would apart from this provision, be in excess of the Maximum Rate, an amount equal to the amount that would have been excessive interest shall, without penalty, be applied to the reduction of the principal amount owing on the applicable Note in the inverse order of its maturity and not to the payment of interest, or refunded to Borrower or the other payor thereof if and to the extent such amount, which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal have been excessive, exceeds such unpaid principal. The right to accelerate the maturity of the Liabilities and treated hereunder as such; and if the LiabilitiesNotes, or applicable portions thereofany other indebtedness, are does not include the right to accelerate any interest that has not otherwise accrued on the date of such acceleration, and the Lender or the holder thereof does not intend to charge or receive any unearned interest in the event of acceleration. All interest paid in full, any remaining excess shall promptly or agreed to be paid to the Borrower. In determining whether Lender or the interest paid or payable, under any specific contingency, exceeds holder of the Maximum Rate, the Agent, each Revolving Credit Lender and the BorrowerNotes shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment as an expensebe amortized, fee or premium rather than as interestprorated, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocated and spread in equal throughout the full stated term (including any renewal or unequal parts extension) of the total Notes so that the amount of interest throughout the actual term on account of the Liabilities, or applicable portions thereof, so that the interest rate such indebtedness does not exceed the Maximum Rate at any time during Rate. As used in this paragraph, the term "applicable law" shall mean the laws of the LiabilitiesState of Texas or the federal laws of the United States of America, which ever laws allow the greater interest, as such laws now exist may be changed or amended or come in effect in the future.
Appears in 1 contract
Samples: Loan Agreement (Emeritus Corp\wa\)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) for any Liability obligation under the Loan Documents shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability obligation shall not reduce the rate of interest on such Liability obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability obligation equals the aggregate amount of interest which would have accrued on such Liability obligation if the Contract Rate for such Liability obligation had at all times been in effect. As used herein, the term “Maximum Rate” means, at any time with respect to any Lender, the maximum rate of nonusurious interest under applicable law that such Lender may contract for, charge, reserve, or receive. The Maximum Rate shall be calculated in a manner that takes into account any and all fees, payments, and other charges contracted for, charged, reserved, or received in connection with the Loan Documents that constitute interest under applicable law. Each change in any interest rate provided for herein based upon the Maximum Rate resulting from a change in the Maximum Rate shall take effect without notice to Borrower at the time of such change in the Maximum Rate. For purposes of determining the Maximum Rate under Texas law, the applicable rate ceiling shall be the weekly rate ceiling described in, and computed in accordance with, Chapter 303 of the Texas Finance Code.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess interest is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither Borrower nor the Agent nor sureties, guarantors, successors, or assigns of Borrower shall be obligated to pay the excess amount of AMENDED AND RESTATED CREDIT AGREEMENT, Page 61 such interest or any Revolving Credit other excess sum paid for the use, forbearance, or detention of sums loaned pursuant hereto. In the event any Lender shall ever chargereceives, receiveor collects, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any maximum lawful amount of interest, charge, fee, expense such amount which is or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such maximum amount which would be deemed excessive interest permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and obligations outstanding hereunder, and, if the Liabilities, or applicable portions thereof, are principal of the obligations outstanding hereunder has been paid in fullfull or would be paid in full by all or part of such application, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid contracted for, charged, reserved or payable, under any specific contingency, received exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest contracted for, charged, reserved and received throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, obligations outstanding hereunder so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term Rate.
(c) The provisions of Chapter 346 of the LiabilitiesFinance Code of Texas are specifically declared by the parties hereto not to be applicable to this Agreement or to the transactions contemplated hereby.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender Bank shall ever never charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18SECTION 11.12(b), or (yii) an amount, which when added to all other interest payable under this Agreement and or the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the applicable Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender Borrowers and the BorrowerBanks shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or equivalent unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Banks shall refund to the applicable Borrower the amount of such excess and, in such event, the Banks shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
Appears in 1 contract
Samples: Credit Agreement (Nelnet Inc)
Maximum Interest Rate. (a) No Notwithstanding the foregoing provisions of Sections 3.1 through 3.3 regarding the rates of interest applicable to the Loans, if at any time the amount of such interest computed on the basis of the Applicable Interest Rate would exceed the amount of such interest computed upon the basis of the maximum rate specified of interest permitted by applicable state or federal law in effect from time to time hereafter, after taking into account, to the extent required by applicable law, any and all fees, payments, charges and calculations provided for in this Agreement or in any other Loan Document agreement between any Borrower and Lender (the "Maximum Legal Rate"), the interest payable under this Agreement shall at any time exceed be computed upon the basis of the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Legal Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then but any subsequent reduction in the Contract Reference Rate for such Liability or the Eurodollar Rate shall not reduce the rate of such interest on such Liability thereafter payable hereunder below the amount computed on the basis of the Maximum Legal Rate until the aggregate amount of such interest accrued on such Liability and payable under this Agreement equals the aggregate total amount of interest which would have accrued on if such Liability if the Contract Rate for such Liability interest had been at all times computed solely on the basis of the Applicable Interest Rate.
(b) No agreements, conditions, provisions or stipulations contained in this Agreement or any other instrument, document or agreement between any Borrower and the Lender or default of any Borrower, or the exercise by the Lender of the right to accelerate the payment of the maturity of principal and interest, or to exercise any option whatsoever contained in this Agreement or any other agreement between any Borrower and the Lender, or the arising of any contingency whatsoever, shall entitle the Lender to collect, in any event, interest exceeding the Maximum Legal Rate and in no event shall any Borrower be obligated to pay interest exceeding such Maximum Legal Rate and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel such Borrower to pay a rate of interest exceeding the Maximum Legal Rate, shall be without binding force or effect, at law or in equity, to the extent only of the excess of interest over such Maximum Legal Rate. In the event any interest is charged in excess of the Maximum Legal Rate ("Excess"), each Borrower acknowledges and stipulates that any such charge shall be the result of an accidental and bona fide error, and such Excess shall be, first, applied to reduce the principal then unpaid hereunder; second, applied to reduce the Obligations; and third, returned to the Borrowers, it being the intention of the parties hereto not to enter at any time into a usurious or otherwise illegal relationship. Each Borrower recognizes that, with fluctuations in the Applicable Interest Rate and the Maximum Legal Rate, such an unintentional result could inadvertently occur. By the execution of this Agreement, each Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by such Borrower of such Excess, and (ii) the Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon the charging or receiving of any interest in excess of the maximum authorized by applicable law. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all interest at any time contracted for, charged or received by the Lender in effectconnection with this Agreement shall be amortized, prorated, allocated and spread in equal parts during the entire term of this Agreement.
(c) Notwithstanding anything The provisions of Section 3.4 shall be deemed to be incorporated into every document or communication relating to the contrary contained Obligations which sets forth or prescribes any account, right or claim or alleged account, right or claim of the Lender with respect to the Borrowers (or any other obligor in respect of Obligations), whether or not any provision of Section 3.4 is referred to therein. All such documents and communications and all figures set forth therein shall, for the sole purpose of computing the extent of the liabilities and obligations of the Borrowers (or other obligor) asserted by the Lender thereunder, be automatically recomputed by any Borrower or obligor, and by any court considering the same, to give effect to the adjustments or credits required by Section 3.4.
(d) 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 or the other Loan Documents, none of the terms and provisions of this Agreement or the any other Loan Documents shall ever be construed to create a contract than is presently allowed by applicable state or obligation to pay interest at a rate in excess federal law, then the limitation of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Section 3.4 shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, increased to the maximum extent permitted rate of interest allowed by Applicable Lawapplicable state or federal law as amended, which increase shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and be effective hereunder on the effects thereofeffective date of such amendment, and (iii) amortize, prorate, allocate and spread in equal or unequal parts all interest charges owing to the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesLender by reason thereof shall be payable upon demand.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement Agreement, Borrower shall not be obligated to pay, and Lender shall not be entitled to charge, collect, receive, reserve, or take, interest (it being understood that “interest” shall be calculated as the other Loan Documentsaggregate of all charges which constitute interest under applicable law that are contracted for, none charged, reserved, received, or paid) in excess of the terms Highest Lawful Rate. During any period of time in which the interest rates specified herein exceed the Highest Lawful Rate, interest shall accrue and provisions be payable at such maximum rate; provided that, if the interest rates decline below the Highest Lawful Rate, interest shall continue to accrue and be payable at the Highest Lawful Rate (so long as there remains any unpaid principal with respect to the Advances) until the interest that has been paid equals the amount of interest that would have been paid if interest had at all times accrued and been payable at the applicable interest rates specified in this Agreement.
(b) If, for any reason, Lender receives anything of value as interest or anything deemed interest by applicable law under this Agreement or any of the other Loan Documents shall ever be construed to create a contract or obligation to pay otherwise that results in Lender receiving interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any an amount in excess of the Maximum Highest Lawful Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would excess shall be payable in applied to the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess reduction of the Maximum Rateprincipal amount owing hereunder or on account of any other Indebtedness of Borrower owing to Lender, and not to the payment of interest. If the amount of such excess exceeds the unpaid principal balance of all Indebtedness of Borrower owing to Lender, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid refunded to the Borrower. .
(c) In determining whether or not the interest paid or payable, under payable with respect to any specific contingency, Indebtedness of Borrower owing to Lender exceeds the Maximum Highest Lawful Rate, the Agent, each Revolving Credit Borrower and Lender and the Borrowershall, to the maximum extent permitted by Applicable Law, shall applicable law: (iA) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, ; (iiB) exclude voluntary prepayments and the effects thereof, and ; (iiiC) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, such Indebtedness so that the interest rate it does not exceed the Maximum Rate maximum amount permitted by applicable law; or (D) allocate interest between portions of such Indebtedness so that, to the greatest extent possible, no such portion shall bear interest at any time during a rate greater than the Highest Lawful Rate.
(d) For purposes of this Section 2.13, the term “applicable law” means the internal laws of the LiabilitiesState of Illinois, provided that, to the extent, contrary to the express intent of the parties, Illinois law is found to be inapplicable to this Agreement, then “applicable law” also means that law in effect from time to time and applicable to this loan transaction which lawfully permits the charging and collection of the highest permissible, lawful, non-usurious rate of interest on such loan transaction and this Agreement, and, to the extent controlling, laws of the United States of America.
Appears in 1 contract
Samples: Borrowing Base Revolving Line of Credit Agreement (Cole Credit Property Trust III, Inc.)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or Regardless of any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary provision contained in this Agreement or any of the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever never be entitled to contract for, charge, take, reserve, receive, take, collect, reserve or apply, apply as interest on all or any part of the LiabilitiesObligations, any amount in excess of the Maximum Rate. The AgentHighest Lawful Rate in effect from day to day, each Revolving Credit Lender and the Borrower each agrees that any interestand, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit event Lender ever contracts for, charges, takes, reserves, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch excess, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of the principal of the Liabilities Obligations owed to Lender and treated hereunder as such; and and, if the Liabilities, or applicable portions thereof, are entire principal amount of the Obligations owed to Lender is paid in full, any remaining excess shall promptly be paid repaid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, exceeds the Maximum RateHighest Lawful Rate in effect from day to day, the Agent, each Revolving Credit Borrower and Lender and the Borrowershall, to the maximum extent permitted by Applicable under applicable Law, shall (ia) treat all Advances as but a single extension of credit (and Lender and Borrower agree that such is the case and that any provision herein for multiple Advances or multiple promissory notes is for convenience only), (b) characterize any non-principal nonprincipal payment as an expense, fee fee, or premium rather than as interest, (iic) exclude voluntary prepayments and the effects thereof, and (iiid) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations; provided that, if the Obligations are paid and performed in full prior to the end of the full contemplated term thereof, and if the interest received by Lender for the actual period of existence thereof exceeds the Highest Lawful Rate in effect from day to day, Lender shall refund to Borrower the amount of such excess, and, in such event, Lender shall not be subject to any penalties provided by any Laws for contracting for, charging, taking, reserving, or receiving interest in excess of the Highest Lawful Rate in effect from day to day. To the extent the Laws of the State of Texas are applicable portions thereoffor purposes of determining the "Highest Lawful Rate," such term shall mean the "weekly ceiling" from time to time in effect under Chapter 303 of the Texas Finance Code, so as amended and as supplemented by Texas Credit Title, as amended, or, if permitted by applicable Law and effective upon the giving of the notices required by such Chapter 303 (or effective upon any other date otherwise specified by applicable Law), the "monthly ceiling," the "quarterly ceiling," or "annualized ceiling" from time to time in effect under such Chapter 303, whichever that Lender shall elect to substitute for the "weekly ceiling," and vice versa, each such substitution to have the effect provided in such Chapter 303; and Lender shall be entitled to make such election from time to time and one or more times and, without notice to Borrower, to leave any such substitute rate in effect for subsequent periods in accordance with such Chapter 303. Lender and Borrower hereby agree that the interest rate does not exceed the Maximum Rate at any time during the term provisions of Chapter 346 of the LiabilitiesTexas Finance Code, as amended (regulating certain revolving credit loans and revolving tri-party accounts), shall not apply to the Loan Documents. The provisions of this Section shall be deemed to be incorporated into all Loan Documents whether or not any provisions of this Section are referred to therein.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified Regardless of any provision contained herein or in this Agreement any Note or any other Loan Document shall at any time exceed document relating to the Maximum Rate.
(b) If at any time the interest rate Loans (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a"LOAN DOCUMENTS"), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents no Bank shall ever be construed entitled to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever chargereceive, receivecollect, take, collectreserve, reserve charge or apply, apply as interest (whether termed interest herein or deemed to be interest by operation of law or judicial determination) on the Liabilities, any Loan any amount in excess of interest calculated at the Maximum Rate. The Agent, each Revolving Credit Lender and and, in the Borrower each agrees event that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of such excess, then the Maximum Rate, such amount which would be deemed excessive interest shall be deemed to be a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and and, if the Liabilities, or principal amount of the applicable portions thereof, Loans are paid in full, then any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, payable under any specific contingency, contingency exceeds interest calculated at the Maximum Rate, the Agent, each Revolving Credit Lender Borrower and the BorrowerBanks shall, to the maximum extent permitted by Applicable Law, shall under applicable law:
(ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, ; (iib) exclude voluntary prepayments and the effects thereof, ; and (iiic) amortize, prorate, allocate allocate, and spread spread, in equal or unequal parts parts, the total amount of interest throughout the actual entire contemplated term of the LiabilitiesLoans; provided that, if Loans are 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 interest calculated at the Maximum Rate, then the applicable Lender shall refund to the Borrower the amount of such excess or credit the amount of such excess against the principal amount of the applicable Loans and, in such event, no Bank shall be subject to any penalties provided by any laws for contracting for, charging, taking, reserving, or applicable portions thereof, so that the receiving interest rate does not exceed in excess of interest calculated at the Maximum Rate at any time during Rate. "MAXIMUM RATE" means the term highest nonusurious rate of interest (if any) permitted from day to day by applicable law. The parties agree that Chapter 346 of the LiabilitiesTexas Finance Code, which regulates certain revolving loan accounts and revolving tri-party accounts, shall not be applicable to this Agreement, any Note or any Loans.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified If the Interest Rate, absent the limitation set forth in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum RateSECTION 3.2, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to would have exceeded the Maximum Rate, then any subsequent reduction the Interest Rate shall be the Maximum Rate, and, if in the Contract future, the Interest Rate for such Liability would otherwise be less than the Maximum Rate, then the Interest Rate shall not reduce the rate of interest on such Liability below remain at the Maximum Rate until such time as the aggregate amount of interest accrued on such Liability paid hereunder equals the aggregate amount of interest which would have accrued on such Liability been paid if the Contract same had not been limited by the Maximum Rate. In the event that, upon payment in full of the Obligations, the total amount of interest paid or accrued under the terms of this Agreement is less than the total amount of interest which would, but for this SECTION 3.2, have been paid or accrued if the Interest Rate for such Liability otherwise set forth in this Agreement had at all times been in effect.
, then the Borrowers shall, to the extent permitted by applicable law, pay the Agent, for the account of the Lenders, an amount equal to the excess of (ca) the lesser of (i) the amount of interest which would have been paid or accrued if the Maximum Rate had, at all times, been in effect or (ii) the amount of interest which would have been paid or accrued had the interest rate otherwise set forth in this Agreement, at all times, been in effect over (b) the amount of interest actually paid or accrued under this Agreement. The Agent, each Lender, and each Borrower acknowledges, agrees, and declares that it is its intention to expressly comply with all Requirements of Law in respect of limitations on the amount or rate of interest that can legally be contracted for, charged, or received under or in connection with the Loan Documents. Notwithstanding anything to the contrary contained in any Loan Document (even if any such provision expressly declares that it controls all other provisions of the Loan Documents), in no contingency or event whatsoever shall the amount of interest (including the aggregate of all charges, fees, benefits, or other compensation which constitutes interest under any Requirement of Law) under the Loan Documents paid by any Borrower, received by the Agent, the Letter of Credit Issuer, or any Lender, agreed to be paid by any Borrower, or requested or demanded to be paid by the Agent, the Letter of Credit Issuer, or any Lender, exceed the Maximum Rate, and all provisions of the Loan Documents in respect of the contracting for, charging, or receiving compensation for the use, forbearance, or detention of money shall be limited as provided by this Agreement SECTION 3.2. In the event any such interest is paid to the Agent, the Letter of Credit Issuer, or any Lender by the Borrowers, or any of them, in an amount or at a rate which would exceed the Maximum Rate, the Agent, the Letter of Credit Issuer, or such Lender, as the case may be, shall automatically apply such excess to any unpaid amount of the Obligations other than interest, in inverse order of maturity, or if the amount of such excess exceeds said unpaid amount, such excess shall be paid to the paying Borrowers or Borrower, as applicable. All interest paid, or agreed to be paid, by any Borrower, or taken, reserved, or received by the Agent, the Letter of Credit Issuer, or any Lender, shall be amortized, prorated, spread, and allocated in respect of the POST-PETITION LOAN AGREEMENT - Page 49 Obligations throughout the full term of this Agreement. Notwithstanding any provision contained in any of the Loan Documents, none or in any other related documents executed pursuant hereto, neither the Agent, the Letter of the terms and provisions of this Agreement or the other Loan Documents Credit Issuer, nor any Lender shall ever be construed entitled to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, reserve, collect, reserve or apply, apply as interest on the Liabilities, any amount which, together with all other interest under the Loan Documents would result in a rate of interest under the Loan Documents in excess of the Maximum Rate. The Rate and, in the event the Agent, each Revolving the Letter of Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Issuer, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, reserves, collects, reserves or applies as interest any amount in respect of the Borrowers, or any of them, that otherwise would, together with all other interest under the Loan Documents, be in excess of the Maximum Rate, such amount which would shall automatically be deemed excessive interest shall to be deemed a partial payment or prepayment of principal applied in reduction of the Liabilities and treated hereunder as such; and unpaid principal balance of the Obligations and, if the Liabilities, or applicable portions thereof, are such principal balance is paid in full, any remaining excess shall promptly forthwith be paid to the applicable Borrowers or Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum RateThe Borrowers, the Agent, each Revolving the Letter of Credit Lender Issuer, and the BorrowerLenders shall, to the maximum extent permitted by Applicable under any Requirement of Law, shall (iA) characterize any non-principal payment as an a standby fee, commitment fee, prepayment charge, delinquency charge, expense, fee or premium reimbursement for a third-party expense rather than as interest, interest and (iiB) exclude voluntary prepayments prepayments, acceleration, and the effects thereof. Nothing in any Loan Document shall be construed or so operate as to require or obligate the Borrowers, and (iii) amortizeor any of them, prorateto pay any interest, allocate and spread in equal fees, costs, or unequal parts charges greater than is permitted by any Requirement of Law. Subject to the total amount foregoing, the Borrowers hereby agree that the actual effective rate of interest throughout from time to time existing under the actual term Loan Documents, including all amounts agreed to by the Borrowers or charged or received by the Agent, the Letter of the LiabilitiesCredit Issuer, or applicable portions thereofthe Lenders pursuant to and in accordance with the Loan Documents, so that which may be deemed to be interest under any Requirement of Law, shall be deemed to be a rate which is agreed to and stipulated by the interest rate does not exceed Borrowers and the Maximum Rate at any time during the term Lenders in accordance with Requirements of the LiabilitiesLaw.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrowerapplicable Loan Party or Loan Parties (as appropriate). In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentLoan Parties, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.,
Appears in 1 contract
Samples: Credit Agreement (Dynamex Inc)
Maximum Interest Rate. (a) No interest rate specified If the Interest Rate, absent the limitation set forth in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum RateSection 2.3, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to would have exceeded the Maximum Rate, then any subsequent reduction the Interest Rate shall be the Maximum Rate, and, if in the Contract future, the Interest Rate for such Liability would otherwise be less than the Maximum Rate, then the Interest Rate shall not reduce the rate of interest on such Liability below remain at the Maximum Rate until such time as the aggregate amount of interest accrued on such Liability paid hereunder equals the aggregate amount of interest which would have accrued on such Liability been paid if the Contract same had not been limited by the Maximum Rate. In the event that, upon payment in full of the Obligations, the total amount of interest paid or accrued under the terms of this Agreement is less than the total amount of interest which would, but for this Section 2.3, have been paid or accrued if the Interest Rate for such Liability otherwise set forth in this Agreement had at all times been in effect.
, then the Borrowers shall, to the extent permitted by applicable law, pay the Agent, for the account of the Lenders, an amount equal to the excess of (ca) the lesser of (i) the amount of interest which would have been paid or accrued if the Maximum Rate had, at all times, been in effect or (ii) the amount of interest which would have been paid or accrued had the interest rate otherwise set forth in this Agreement, at all times, been in effect over (b) the amount of interest actually paid or accrued under this Agreement. The Agent, each Lender, and each Borrower acknowledges, agrees, and declares that it is its intention to expressly comply with all Requirements of Law in respect of limitations on the amount or rate of interest that can legally be contracted for, charged, or received under or in connection with the Loan Documents. Notwithstanding anything to the contrary contained in this Agreement or any Loan Document (even if any such provision expressly declares that it controls all other provisions of the other Loan Documents), none in no contingency or event whatsoever shall the amount of interest (including the terms and provisions aggregate of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever chargeall charges, receivefees, takebenefits, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents compensation which constitutes interest under applicable lawany Requirement of Law) under the Loan Documents paid by any Borrower, ipso facto and under any and all circumstancesreceived by the Agent, shall be limited or reduced to an amount equal to the lesser Letter of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18Credit Issuer, or (y) an amountany Lender, which when added agreed to all other interest payable under this Agreement and be paid by any Borrower, or requested or demanded to be paid by the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoingAgent, the Agent Letter of Credit Issuer, or any Revolving Credit Lender ever contracts forLender, charges, receives, takes, collects, reserves or applies as interest any amount in excess of exceed the Maximum Rate, such amount which would be deemed excessive interest and all provisions of the Loan Documents in respect of the contracting for, charging, or receiving compensation for the use, forbearance, or detention of money shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder limited as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted provided by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilitiesthis Section 2.
Appears in 1 contract
Samples: Credit Agreement (Egl Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or Regardless of any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary provision contained in this Agreement or any of the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, never be entitled to receive, take, collect, reserve collect or apply, apply as interest on the Liabilities, Debentures any amount in excess of interest calculated -------------------------------------------------------------------------------- 26 27 Loan Agreement (continued) -------------------------------------------------------------------------------- at the Maximum Rate. The Agent, each Revolving Credit Lender and and, in the Borrower each agrees event that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of such excess, the Maximum Rate, such amount which would be deemed excessive interest shall be deemed to be a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and and, if the Liabilities, or applicable portions thereof, are principal amount of the Obligation is paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, payable under any specific contingency, contingency exceeds interest calculated at the Maximum Rate, the Agent, each Revolving Credit Borrower and Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawunder applicable law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, ; (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, proratepro rate, allocate and spread spread, in equal or unequal parts parts, the total amount of interest throughout the actual entire contemplated term of the LiabilitiesDebentures; provided that, or applicable portions if the Debentures are paid and performed in full prior to the end of the full contemplated term thereof, so that and if the interest rate does not exceed received for the actual period of existence thereof exceeds interest calculated at the Maximum Rate at any time during Rate, Lender shall refund to Borrower the term amount of such excess or credit the amount of such excess against the principal amount of the LiabilitiesDebentures and, in such event, Lender shall not be subject to any penalties provided by any laws for contracting for, charging, taking, reserving or receiving interest in excess of interest calculated at the Maximum Rate.
Appears in 1 contract
Maximum Interest Rate. (a) No In no event shall the interest rate specified in this Agreement or any other Loan Document shall at any time charged with respect to a Series 2006-2 Note exceed the Maximum Rate.
(b) maximum amount permitted by Applicable Law. If at any time the interest rate (charged with respect to the “Contract Rate”) for any Liability Series 2006-2 Notes exceeds the maximum rate permitted by Applicable Law, the rate of interest to accrue pursuant to this Supplement and such Series 2006-2 Note shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is be limited to the Maximum Ratemaximum rate permitted by Applicable Law, then but any subsequent reduction reductions in the Contract CP Rate for such Liability or the Alternative Rate shall not reduce the rate of interest to accrue on such Liability Series 2006-2 Note below the Maximum Rate maximum amount permitted by Applicable Law until the aggregate total amount of interest accrued on such Liability Series 2006-2 Note equals the aggregate amount of interest which that would have accrued on such Liability if a varying rate per annum equal to the Contract Rate for such Liability interest rate had at all times been in effect. If the total amount of interest paid or accrued on the Series 2006-2 Note under the foregoing provisions is less than the total amount of interest that would have accrued if the interest rate had at all times been in effect, the Issuer agrees to pay to the Series 2006-2 Noteholders an amount equal to the difference between (a) the lesser of (i) the amount of interest that would have accrued if the maximum rate permitted by Applicable Law had at all times been in effect, or (ii) the amount of interest that would have accrued if the interest rate had at all times been in effect, and (b) the amount of interest accrued in accordance with the other provisions of this Supplement. Section 204. Principal Payments on the Series 2006-2 Notes; Scheduled Amortization of Series 2006-2 Notes.
(a) The principal balance of each Series 2006-2 Note shall be payable on each Payment Date from amounts on deposit in the Series 2006-2 Series Account in an amount equal to (i) prior to a Conversion Event, the Supplemental Principal Payment Amount (if any), (ii) after the occurrence of a Conversion Event and for so long as no Early Amortization Event is continuing, the Minimum Principal Payment Amount, the Scheduled Principal Payment Amount, and the Supplemental Principal Payment Amount (if any) for such Payment Date to the extent that funds are available for such purpose in accordance with the provisions of Part (I) of Section 302 hereof, (iii) if an Early Amortization Event, but not an Event of Default has occurred and is continuing, the Minimum Principal Payment Amount, the Scheduled Principal Payment Amount, and the then Aggregate Series 2006-2 Note Principal Balance shall be payable in full to the extent that funds are available for such purposes in accordance with the provisions of Part (II) of Section 302 hereof, or (iv) if an Event of Default is then continuing, the Minimum Principal Payment Amount, the Scheduled Principal Payment Amount and the then Aggregate Series 2006-2 Note Principal Balance shall be payable in full to the extent that funds are available for such purposes in accordance with the provisions of Part (III) of Section 302 hereof. The unpaid principal amount of each Series 2006-2 Note together with all unpaid interest and fees (including VFN Fees, Step-Up Fees and all Default Fees), indemnification, expenses, costs and other amounts payable by the Issuer to the Series 2006-2 Noteholders, the Indenture Trustee and the Series Enhancer pursuant to the terms of the Indenture and this Supplement, shall be due and payable in full on the earlier to occur of (x) the date on which an Event of Default shall occur and the Series 2006-2 Notes have been accelerated in accordance with Section 802 of the Indenture and (y) the Series 2006-2 Legal Final Maturity Date.
(b) The Aggregate Series 2006-2 Note Principal Balance shall be required to be prepaid at the time and in the amounts set forth in Section 702(a) of the Indenture.
(c) Notwithstanding anything The Issuer may, on any Payment Date and upon not less than three (3) Business Days’ prior notice (which notice shall be irrevocable once given) to the contrary contained Indenture Trustee, Series Enhancer, and each Deal Agent, voluntarily prepay, in this Agreement whole or in part, the other Loan Documents, none of Aggregate Series 2006-2 Note Principal Balance in accordance with the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender Supplement and the Borrower each agrees that any interestIndenture, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal by making a wire transfer to the lesser of (x) the amount of such interestSeries 2006-2 Noteholders; provided, chargehowever, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expensepartial prepayment shall be in a minimum amount of at least Five Hundred Thousand Dollars ($500,000), fee or premium rather than as interest, and (ii) exclude voluntary prepayments and the effects thereofIssuer may not make such Prepayment from funds in the Trust Account, and (iii) amortizeManager Transition Account, prorateRestricted Cash Account, allocate and spread Manager Collection Account or the Series 2006-2 Series Account, except to the extent that funds in equal or unequal parts any such account would otherwise be payable to the total amount Issuer in accordance with the terms of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilitiesthis Supplement.
Appears in 1 contract
Maximum Interest Rate. (a) No In no event shall any interest rate specified in this Agreement provided for hereunder or under any other Loan Document shall at any time of the DIP Financing Documents exceed the maximum rate legally chargeable by any Lender under applicable law for such Lender with respect to loans of the type provided for hereunder (the "Maximum Rate.
(b) If at "). If, in any time the month, any interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Raterate, so thatabsent such limitation, as provided in Section 19-18(a), interest accruing on such Liability is limited to would have exceeded the Maximum Rate, then any subsequent reduction the interest rate for that month shall be the Maximum Rate, and, if in future months, that interest rate would otherwise be less than the Contract Rate for such Liability Maximum Rate, then that interest rate shall not reduce the rate of interest on such Liability below remain at the Maximum Rate until such time as the aggregate amount of interest accrued on such Liability paid hereunder equals the aggregate amount of interest which would have been paid if the same had not been limited by the Maximum Rate. In the event that, upon payment in full of the Obligations, the total amount of interest paid or accrued under the terms of this Agreement is less than the total amount of interest which would, but for this Section 2.3, have been paid or accrued if the interest rate otherwise set forth in this Agreement had at all times been in effect, then the Borrowers shall, to the extent permitted by applicable law, pay Administrative Agent, for the account of the Lenders, an amount equal to the excess of (a) the lesser of (i) the amount of interest which would have been charged if the Maximum Rate had, at all times, been in effect or (ii) the amount of interest which would have accrued on such Liability if had the Contract Rate for such Liability had interest rate otherwise set forth in this Agreement, at all times times, been in effect.
effect over (c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xb) the amount of such interest, charge, fee, expense interest actually paid or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable accrued under this Agreement Agreement. If a court of competent jurisdiction determines that Administrative Agent and/or any Lender has received interest and other charges hereunder or under any of the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount DIP Financing Documents in excess of the Maximum Rate, such amount which would be deemed excessive interest excess shall be deemed a partial payment or prepayment received on account of, and shall automatically be applied to reduce, the Obligations other than interest, in the inverse order of principal of the Liabilities and treated hereunder as such; maturity, and if the Liabilitiesthere are no Obligations outstanding, or applicable portions thereof, are paid in full, any remaining excess Administrative Agent and/or such Lender shall promptly be paid refund to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesBorrowers such excess.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrowerapplicable Loan Party or Loan Parties (as appropriate). In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentLoan Parties, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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 CREDIT AGREEMENT - Page 102 Rate, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the applicable Loan Party or Loan Parties (as appropriate) the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate. In addition to the foregoing, each of the Loan Parties agrees that no provision of this Agreement or any other Loan Document shall have the effect of imposing on any Loan Party any obligation to pay interest (as such term is defined in Section 347 of the Criminal Code of Canada) at a rate in excess of the rate permitted by the laws of Canada if and to the extent (if any) that such laws are applicable, after taking into account all other amounts which must be taken into account for the purpose of such laws, and the obligations of the Loan Parties to pay interest under this Agreement and the other Loan Documents is so limited.
(c) Each of the Loan Parties agrees that Chapter 346 (other than Section 346.004) of the Texas Finance Code, as amended (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not govern or in any manner apply to the Obligations.
Appears in 1 contract
Samples: Credit Agreement (Dynamex Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrowers nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Borrowers shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the BorrowerParent. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrowers and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document (the "Contract Rate") shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) Rate for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The AgentIf any excess of interest in such respect is hereby provided for, each Revolving Credit Lender or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Borrower each agrees that any interestnor the sureties, chargeguarantors, feesuccessors, expense or other Liability provided for in this Agreement or in assigns of the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Borrower (if any) shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the Maximum Rate shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and Obligations, and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term Rate.
(c) The provisions of Chapter 346 of the LiabilitiesTexas Finance Code are specifically declared by the parties hereto not to be applicable to any Loan Documents or to the transactions contemplated thereby.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest [ ] which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the BorrowerBorrowers. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentBorrowers, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrowers the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
Appears in 1 contract
Maximum Interest Rate. (a1) No interest rate specified in In the event that any provision of this Agreement would oblige a Borrower to make any payment of interest or any other Loan Document shall payment which is construed by a court of competent jurisdiction to be interest in an amount or calculated at any time exceed a rate which would be prohibited by applicable law, regulation, order, rule or direction (a “Usury Restraint”) which prohibits or restricts the Maximum Rate.
(b) If charging, receipt or retention of interest or other amounts at any time the interest rate rates and amounts set forth herein (the “Contract Stated Rate”) for any Liability shall exceed in excess (the “Excess”) of the maximum rates or amount (the “Maximum Rate”) stipulated in the Usury Restraint, so thatthen notwithstanding such provision, as provided in Section 19-18(a), interest accruing on such Liability is limited amount or rate shall be deemed to have been adjusted nunc pro tunc to the Maximum Rate, then any subsequent reduction in such adjustment to be effected, to the Contract Rate for such Liability shall not reduce extent necessary, as follows:
(a) firstly, by reducing the amount or rate of interest on such Liability below the Maximum Rate until the aggregate amount required to be paid under Section 5.01 of interest accrued on such Liability equals the aggregate amount of interest this Agreement; and
(b) thereafter, by reducing any fees, commissions, premiums and other amounts which would have accrued on constitute interest for the purposes of such Liability if the Contract Rate for such Liability had at all times been in effect.Usury Restraint;
(c2) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoingprovisions of clause (a) of this Section 1.06 and after giving effect to all adjustments contemplated thereby, the Agent Agents, the Lenders, or any Revolving Credit Lender ever contracts forof them, charges, receives, takes, collects, reserves or applies as interest any shall have received an amount in excess of the Maximum Rate, then such amount which would be deemed excessive interest Excess shall be deemed a partial payment or prepayment of principal applied by the Administrative Agent (on behalf of the Liabilities and treated hereunder as such; and if Lenders) rateably in accordance with the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the BorrowerLenders’ respective Commitments, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-reduction of the principal balance of the Outstanding Borrowings and not to the payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout or if such excessive interest exceeds such principal balance, such Excess shall be refunded to the actual term Borrowers; and
(3) Any amount or rate of the Liabilities, or applicable portions thereof, so that the interest referred to in this Section shall be determined in accordance with generally accepted actuarial practices and principles at an effective annual rate does not exceed the Maximum Rate at any time during of interest over the term of this Agreement on the Liabilitiesassumption that any charges, fees or expenses that fall within the meaning of “interest” (as defined in Usury Restraint) shall, if they relate to a specific period of time, be prorated over that period of time and otherwise be prorated over the terms of this Agreement and, in the event of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by the Administrative Agent (on behalf of the Lenders) shall be conclusive for the purposes of such determination.
Appears in 1 contract
Maximum Interest Rate. (a) No Notwithstanding the provisions of Section 3.1 regarding the rates of interest applicable to the Loans, if at any time the amount of such interest computed on the basis of the Reference Rate or the LIBOR Rate would exceed the amount of such interest computed upon the basis of the maximum rate specified of interest permitted by applicable state or federal law in effect from time to time, after taking into account, to the extent required by applicable law, any and all fees, payments, charges and calculations provided for in this Agreement or in any other Loan Document (the "Maximum Rate"), the interest payable under this Agreement shall at be computed upon the basis of the Maximum Rate, but any time exceed subsequent reduction in the Reference Rate or in the LIBOR Rate shall not reduce such interest thereafter payable hereunder below the amount computed on the basis of the Maximum Rate until the aggregate amount of such interest accrued and payable under this Agreement equals the total amount of interest which would have accrued if such interest had not been limited by the Maximum Rate.
(b) If at No agreements, conditions, provisions or stipulations contained in this Agreement or any time other instrument, document or agreement between the Borrower and the Lender or default of the Borrower, or the exercise by the Lender of any right (including in respect of the acceleration of payment of principal or interest) under or in connection with this Agreement or any other Loan Document, or the arising of any contingency whatsoever, shall entitle the Lender to collect, in any event, interest exceeding the Maximum Rate and in no event shall the Borrower be obligated to pay interest exceeding such Maximum Rate, and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel the Borrower to pay a rate (the “Contract Rate”) for any Liability shall exceed of interest exceeding the Maximum Rate, so shall be without binding force or effect, at law or in equity, to the extent only of the excess of interest over such Maximum Rate. In the event any interest is charged in excess of the Maximum Rate ("Excess"), the Borrower acknowledges and stipulates that any such charge shall be the result of an accidental and bona fide error, and such Excess shall be, first, applied to reduce the principal then unpaid hereunder; second, applied to reduce the other Obligations; and third, returned to the Borrower, it being the intention of the parties hereto not to enter at any time into a usurious or otherwise illegal relationship. The Borrower recognizes that, as provided considering, among other things, fluctuations in Section 19-18(a)the Reference Rate, interest accruing on such Liability is limited to the LIBOR Rate or the Maximum Rate, then such an unintentional result could inadvertently occur. The Borrower covenants that (i) the credit or return of any subsequent reduction in Excess shall constitute the Contract Rate for acceptance by the Borrower of such Liability Excess, and (ii) the Borrower shall not reduce seek or pursue any other remedy, legal or equitable, against the rate Lender, based in whole or in part upon the charging or receiving of any interest on such Liability below in excess of the Maximum Rate until maximum authorized by applicable law. For the aggregate amount purpose of determining whether or not any Excess has been contracted for, charged or received by the Lender, all interest accrued on such Liability equals at any time contracted for, charged or received by the aggregate amount Lender in connection with this Agreement shall be amortized, prorated, allocated and spread in equal parts during the entire term of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effectthis Agreement.
(c) Notwithstanding anything The provisions of this Section 3.3 shall be deemed to be incorporated into every document or communication relating to the contrary contained Obligations which sets forth or prescribes any account, right or claim or alleged account, right or claim of the Lender with respect to the Borrower (or any other obligor in respect of Obligations), whether or not any provision of this Section 3.3 is referred to therein. All such documents and communications and all figures set forth therein shall, for the sole purpose of computing the extent of the liabilities and obligations of the Borrower (or other obligor) asserted by the Lender thereunder, be automatically recomputed by the Borrower or other obligor, and by any court considering the same, to give effect to the adjustments or credits required by this Section 3.3.
(d) If applicable state or federal law is amended in the future to allow a greater rate of interest to be charged under this Agreement or the any other Loan DocumentsDocument than is presently allowed by applicable state or federal law, none then the limitation of interest under this Section 3.3 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 the Lender by reason thereof shall be payable upon demand.
Section 7.1 (d) of the terms Loan and provisions Security Agreement is hereby amended by deleting the first sentence thereof and substituting therefor the following new sentence: Notwithstanding the foregoing, but subject to the next sentence, nothing contained herein shall be deemed to constitute the grant of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay security interest at a rate in excess favor of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) with respect to the amount Borrower's interest in any license pursuant to which the Borrower is a licensee or in any lease pursuant to which the Borrower is a lessee or any agreement pursuant to which the Borrower markets the product of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, any Person which is not an Account Debtor or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid with respect to the Borrower's ownership interest in Adeza Biomedical Corporation, a Delaware corporation.
2.10. In determining whether Section 7.9(a) of the interest paid or payableLoan and Security Agreement is hereby amended by adding the following new sentence to the end thereof: The Borrower hereby represents and warrants to the Lender that Account Debtor Notices, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and signed by the Borrower, have been delivered to all of the Account Debtors, including the Specified Account Debtors (but excluding any Government Account Debtors or Self-Pay Account Debtors).
2.11. Section 9.29 of the Loan and Security Agreement is hereby amended by adding the following new sentence to the maximum extent permitted end thereof: On the basis of a comprehensive review and assessment undertaken by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term Borrower of the LiabilitiesBorrower's computer applications and inquiry made of the Borrower's material suppliers, or applicable portions thereofvendors and customers, so the Borrower reasonably believes that the interest rate does "Year 2000 problem" (that is, the risk that computer applications used by any Person may be unable to recognize and perform properly date- sensitive functions involving certain dates prior to and any date after December 31, 1999) shall not exceed the Maximum Rate at any time during the term of the Liabilitiesresult in a Material Adverse Effect.
Appears in 1 contract
Samples: Loan and Security Agreement (Matria Healthcare Inc)
Maximum Interest Rate. (a) Notwithstanding the provisions of this Agreement regarding the rates of interest applicable to the Loans and other Obligations, if at any time the amount of such interest would exceed the amount of such interest computed upon the basis of the maximum rate of interest permitted by applicable law in effect from time to time, after taking into account, to the extent required by applicable law, any and all fees, payments, charges and calculations provided for in this Agreement or in any other Loan Document (the "Maximum ------- Rate"), the interest payable under this Agreement shall be computed upon the ---- basis of the Maximum Rate, but any subsequent reduction in the Reference Rate or in the LIBOR Rate shall not reduce such interest thereafter payable hereunder below the amount computed on the basis of the Maximum Rate until the aggregate amount of such interest accrued and payable under this Agreement equals the total amount of interest which would have accrued if such interest had not been limited by the Maximum Rate.
(b) No interest rate specified agreements, conditions, provisions or stipulations contained in this Agreement or any other Loan Document or default of any Borrower Party, or the exercise by the Lender of any right (including in respect of the acceleration of payment of principal or interest) under or in connection with this Agreement or any other Loan Document, or the arising of any contingency whatsoever, shall at entitle the Lender to collect, in any time exceed event, interest exceeding the Maximum Rate.
(b) If at Rate and in no event shall any time the Borrower Party be obligated to pay interest rate (the “Contract Rate”) for any Liability shall exceed exceeding the Maximum Rate, so thatand all agreements, as provided conditions or stipulations, if any, which may in Section 19-18(a)any event or contingency whatsoever operate to bind, obligate or compel any Borrower Party to pay a rate of interest accruing on such Liability is limited to exceeding the Maximum Rate, then any subsequent reduction shall be without binding force or effect, at law or in equity, to the Contract Rate for such Liability shall not reduce extent only of the rate excess of interest on over such Liability below Maximum Rate. In the event any interest is charged in excess of the Maximum Rate until ("Excess ------ Interest"), each Borrower Party acknowledges and stipulates that any such charge --------- shall be the aggregate amount result of an accidental and bona fide error, and such Excess ---- ---- Interest shall be, first, applied to reduce the principal then unpaid hereunder; second, applied to reduce the other Obligations then payable; and third, returned to the applicable Borrower Party, it being the intention of the parties hereto not to enter at any time into a usurious or otherwise illegal relationship. Each Borrower Party recognizes that, considering, among other things, fluctuations in the Reference Rate, the LIBOR Rate or the Maximum Rate, such an unintentional result could inadvertently occur. The Borrower Parties covenant that (i) the credit or return of any Excess Interest shall constitute the acceptance by the Borrower Parties of such Excess Interest, and (ii) the Borrower Parties shall not seek or pursue any other remedy, legal or equitable, against the Lender, based in whole or in part upon the charging or receiving of any interest accrued on such Liability equals in excess of the aggregate amount maximum authorized by applicable law. For the purpose of determining whether or not any Excess Interest has been contracted for, charged or received by the Lender, all interest which would have accrued on such Liability if at any time contracted for, charged or received by the Contract Rate for such Liability had at all times been Lender in effectconnection with this Agreement shall be amortized, prorated, allocated and spread in equal parts during the entire term of this Agreement.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and The provisions of this Agreement Section 3.3 shall be deemed to be ----------- incorporated into every document or communication relating to the other Loan Documents shall ever be construed to create a contract Obligations which sets forth or obligation to pay interest at a rate in excess prescribes any account, right or claim or alleged account, right or claim of the Maximum Rate; Lender with respect to any Borrower Party (or any other obligor in respect of Obligations), whether or not any provision of this Section ------- 3.3 is referred to therein. All such documents and neither communications and all --- figures set forth therein shall, for the Agent nor sole purpose of computing the extent of the liabilities and obligations of any Revolving Credit Borrower Party (or other obligor) asserted by the Lender shall ever chargethereunder, receivebe automatically recomputed by such Borrower Party or other obligor, takeand by any court considering the same, collectto give effect to the adjustments or credits required by this Section 3.3. -----------
(d) If applicable law is amended in the future to allow a greater rate of interest (after taking into account, reserve or apply, as interest on to the Liabilitiesextent required by law, any amount in excess of the Maximum Rate. The Agentand all other fees, each Revolving Credit Lender payments, charges and the Borrower each agrees that any interest, charge, fee, expense or other Liability calculations provided for in this Agreement or in the any other Loan Documents which constitutes interest Document) to be charged under this Agreement or any other Loan Document than is presently allowed by applicable law, ipso facto and then the limitation of interest under any this Section 3.3 shall be increased to the maximum ----------- rate of interest allowed by applicable law as amended, which increase shall be effective hereunder on the effective date of such amendment, and all circumstancesinterest charges owing to the Lender by reason thereof, if any, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilitiesupon demand.
Appears in 1 contract
Samples: Loan and Security Agreement (Pediatric Services of America Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document (the "Contract Rate") shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) Rate for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The AgentIf any excess of interest in such respect is hereby provided for, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited adjudicated to be so provided, in any Loan Document or reduced otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither Borrower nor the sureties, guarantors, successors, or assigns of Borrower shall be obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the Maximum Rate shall be deemed applied as 102 a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and Obligations, and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Samples: Credit Agreement (Intervoice Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) ---------------- an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the BorrowerBorrower or other appropriate Loan Party. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender Borrower and the Borrowerother Loan Parties, the Administrative Agent and the Lenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.Obligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrower or other appropriate Loan Party the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate. 105
Appears in 1 contract
Samples: Credit Agreement (Ipcs Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), ------------- thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) ---------------- an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentBorrower, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrower the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
(c) Pursuant to Article 15.10(b) of Chapter 15, Subtitle 79, Revised Civil Statutes of Texas 1925, as amended, the Borrower agrees that such Chapter 15 (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not govern or in any manner apply to the Obligations.
Appears in 1 contract
Samples: Credit Agreement (Cais Internet Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall It is expressly stipulated and agreed to be the intent of Maker and Payee at any time exceed all times to comply with the Maximum Rate.
(b) If at any time applicable Texas law governing the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the maximum rate of interest payable on such Liability below the Maximum Rate until indebtedness evidenced by this Note and the aggregate Loan Agreement (or applicable United States federal law to the extent that it permits Payee to contract for, charge, take, reserve or receive a greater amount of interest accrued on such Liability equals than under Texas law). If the aggregate applicable law is ever judicially interpreted so as to render usurious any amount (i) contracted for, charged, taken, reserved or received pursuant to this Note, the Loan Agreement, any of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed or any other communication or writing by or between Maker and Payee related to create a contract the transaction or obligation transactions that are the subject matter of the Loan Documents, (ii) contracted for, charged, taken, reserved or received by reason of Payee’s exercise of the option to pay interest at a rate accelerate the maturity of this Note, or (iii) Maker will have paid or Payee will have received by reason of any voluntary prepayment by Maker of this Note, then it is Maker’s and Payee’s express intent that all amounts charged in excess of the Maximum Rate; Lawful Rate (as hereinafter defined) shall be automatically canceled, ab initio, and neither all amounts in excess of the Agent nor any Revolving Credit Lender Maximum Lawful Rate theretofore collected by Payee shall ever charge, receive, take, collect, reserve or apply, as interest be credited on the Liabilitiesprincipal balance of this Note (or, if this Note has been or would thereby be paid in full, refunded to Maker), and the provisions of this Note, the Loan Agreement, and other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity for the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if this Note has been paid in full before the end of the stated term of this Note, then Maker and Payee agree that Payee shall, with reasonable promptness after Payee discovers or is advised by Maker that interest was received in an amount in excess of the Maximum Lawful Rate, either refund such excess interest to Maker and/or credit such excess interest against this Note then owing by Maker to Payee. The Agent, each Revolving Credit Lender and the Borrower each Maker hereby agrees that as a condition precedent to any interestclaim seeking usury penalties against Payee, chargeMaker will provide written notice to Payee, fee, expense or other Liability provided for advising Payee in this Agreement or in reasonable detail of the other Loan Documents which constitutes interest under applicable law, ipso facto nature and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereofviolation, and Payee shall have sixty (iii60) amortizedays after receipt of such notice in which to correct such usury violation, prorateif any, allocate by either refunding such excess interest to Maker or crediting such excess interest against this Note and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilitiesthen owing by Maker to Payee. LOAN AGREEMENT, or applicable portions thereofSCHEDULE 1, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.PAGE 1-2
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document Paper shall at any time exceed the Maximum Highest Lawful Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Highest Lawful Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Highest Lawful Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Highest Lawful Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan DocumentsPapers, none of the terms and provisions of this Agreement or the other Loan Documents Papers shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Highest Lawful Rate; and neither the any Agent nor any Revolving Credit Lender Bank shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Highest Lawful Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents Papers which constitutes interest under applicable lawLaw shall be, ipso facto IPSO FACTO and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, SECTION 9.19(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan DocumentsPapers, equals the Maximum Highest Lawful Rate. If, notwithstanding the foregoing, the any Agent or any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Highest Lawful Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower, Parent or Subsidiary (as appropriate). In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Highest Lawful Rate, the Agent, each Revolving Credit Lender and the Borrowerparties hereto shall, to the maximum extent permitted by Applicable applicable Law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Highest Lawful Rate at any time during the term of the LiabilitiesObligations; PROVIDED 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 Highest Lawful Rate, the Agent and/or the Banks, as appropriate, shall refund to the applicable Person the amount of such excess and, in such event, the Agent and the Banks shall not be subject to any penalties provided by any Laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Highest Lawful Rate.
(c) Pursuant to Article 15.10(b) of Chapter 15, Subtitle 79, Revised Civil Statutes of Texas 1925, as amended, each of the Borrower, the Parent and the Subsidiaries agrees that such Chapter 15 (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not govern or in any manner apply to the Obligations.
Appears in 1 contract
Samples: Credit Agreement (Frozen Food Express Industries Inc)
Maximum Interest Rate. (a) No interest rate specified in At no time shall any Applicable Interest Rate or Default Rate under this Agreement or any other Note, or otherwise in respect of any Loan Document shall at or any time Indebtedness hereunder, exceed the Maximum Legal Rate.
(b) If at , giving due consideration to the execution of this Agreement and each Note. In the event that any time the interest rate (the “Contract Rate”) for any Liability shall exceed is charged or otherwise received by Bank in excess of the Maximum Legal Rate, so thatBorrower hereby acknowledges and agrees that any such excess interest shall be the result of an accidental and bona fide error, as provided in Section 19-18(a)and any such excess shall be deemed to have been payments of principal, interest accruing on such Liability is limited and not of interest, and shall be applied, first, to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below principal Indebtedness then outstanding, second, any remaining excess, if any, shall be applied to reduce any other Indebtedness, and third, any remaining excess, if any, shall be returned to Borrower. Notwithstanding the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding foregoing or anything to the contrary contained in this Agreement or the any other Loan DocumentsDocument, none but subject to all limitations contained in this paragraph, if at anytime any Applicable Interest Rate or Default Rate or other rate of interest applicable to any portion of the terms and provisions of this Agreement or Indebtedness is computed on the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess basis of the Maximum Legal Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount subsequent reduction in excess the Applicable Interest Rate, Default Rate or such other rate of interest shall not reduce such interest rate thereafter payable below the Maximum Rate. The Agent, each Revolving Credit Lender and Legal Rate until the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the aggregate amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, accrued equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout that would have accrued if interest had, at all times, been computed solely on the actual term basis of the LiabilitiesApplicable Interest Rate, Default Rate or applicable portions thereof, so that such other interest rate. This paragraph shall control all agreements between the interest rate does not exceed Borrower and the Maximum Rate at any time during the term of the LiabilitiesBank.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in In the event that any provision of this Agreement would oblige the Company to make any payment of interest or any other Loan Document payment which is construed by a court of competent jurisdiction to be interest in an amount or calculated at a rate which would be prohibited by law or would result in a receipt by the 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 of interest shall be deemed to have been adjusted nunc pro tunc to the maximum amount or rate of interest, as the case may be, as would not be so prohibited by law or so result in a receipt by the Lender of interest at a criminal rate, such adjustment to be effected, to the extent necessary, as follows:
(i) firstly, by reducing the amount or rate of interest required to be paid hereunder; and
(ii) thereafter, by reducing any time exceed fees, commissions, premiums and other amounts which would constituted interest for the Maximum Rate.purposes of Section 347 of the Criminal Code (Canada);
(b) If at any time If, notwithstanding the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of clause (a) of this Agreement or section and after giving effect to all adjustments contemplated thereby, the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any have received an amount in excess of the Maximum Rate. The Agentmaximum permitted by such clause, each Revolving Credit then such excess shall be applied by the Lender to the reduction of the principal balance of the Outstanding Borrowing and not to the Borrower each agrees payment of interest or if such excessive interest exceeds such principal balance, such excess shall be refunded to the Company; and
(c) Any amount or rate of interest referred to in this section shall be determined in accordance with generally accepted actuarial practices and principles as an effective annual rate of interest over the terms of this Agreement on the assumption that any charges, fees or expenses that fall within the meaning of "interest, charge, fee, expense or other Liability provided for in this Agreement or " (as defined in the other Loan Documents which constitutes interest under applicable lawCriminal Code (Canada)) shall, ipso facto if they relate to a specific period of time, be prorated over that period of time and under any and all circumstances, shall otherwise be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during prorated over the term of this Agreement and, in the Liabilitiesevent of dispute, a certificate of a Fellow of the Canadian Institute of Actuaries appointed by the Lender shall be conclusive for the purposes of such determination.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the BorrowerSOURCECORP (as appropriate). In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, SOURCECORP, the Agent, each Revolving Credit Lender Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to SOURCECORP the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
Appears in 1 contract
Samples: Credit Agreement (Sourcecorp Inc)
Maximum Interest Rate. (a) No interest rate specified in provision of this Agreement or of any other Loan Document shall at any time exceed require the Maximum Rate.
(b) If at any time payment or the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate collection of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section 10.13 shall govern and prevail and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The AgentCompanies nor the sureties, each Revolving Credit Lender and guarantors, successors, or assigns of any of the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Companies shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amountdetention of sums loaned pursuant hereto. In the event any THIRD AMENDED AND RESTATED CREDIT AGREEMENT, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit PAGE 78 86 Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchindebtedness evidenced by the Notes; and and, if the Liabilities, or applicable portions thereof, are principal of the Notes has been paid in full, any remaining excess shall promptly forthwith be paid to the BorrowerBorrowers. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrowers and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee fee, or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, indebtedness evidenced by the Notes so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during Rate. Without limiting the term generality of the Liabilitiesforegoing, if and to the extent necessary to ensure compliance with this Section 10.13, what would otherwise be the joint and several liability of a Borrower with respect to any Advances and any Notes shall instead be deemed to be the liability of such Borrower as a guarantor of payment of such Advances and not as a co-borrower of such Advances or as a co-maker of such Notes. In furtherance of the foregoing, each Borrower hereby irrevocable and unconditionally guarantees to the Administrative Agent and the Lenders the punctual payment and performance of the obligations of each other Borrower under the Loan Documents, including without limitations the timely payment of the Obligations.
Appears in 1 contract
Samples: Credit Agreement (Coho Energy Inc)
Maximum Interest Rate. (a) No interest rate specified in At no time shall any Applicable Interest Rate or Default Rate under this Agreement or any other Note, or otherwise in respect of any Loan Document shall at or any time Indebtedness hereunder, exceed the Maximum Legal Rate.
(b) If at , giving due consideration to the execution of this Agreement and each Note. In the event that any time the interest rate (the “Contract Rate”) for any Liability shall exceed is charged or otherwise received by Banks in excess of the Maximum Legal Rate, so thateach Borrower hereby acknowledges and agrees that any such excess interest shall be the result of an accidental and bona fide error, as provided in Section 19-18(a)and any such excess shall be deemed to have been payments of principal, interest accruing on such Liability is limited and not of interest, and shall be applied, first, to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below principal Indebtedness then outstanding, second, any remaining excess, if any, shall be applied to reduce any other Indebtedness, and third, any remaining excess, if any, shall be returned to Borrowers. Notwithstanding the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding foregoing or anything to the contrary contained in this Agreement or the any other Loan DocumentsDocument, none but subject to all limitations contained in this paragraph, if at anytime any Applicable Interest Rate or Default Rate or other rate of interest applicable to any portion of the terms and provisions of this Agreement or Indebtedness is computed on the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess basis of the Maximum Legal Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount subsequent reduction in excess the Applicable Interest Rate, Default Rate or such other rate of interest shall not reduce such interest rate thereafter payable below the Maximum Rate. The Agent, each Revolving Credit Lender and Legal Rate until the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the aggregate amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, accrued equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout that would have accrued if interest had, at all times, been computed solely on the actual term basis of the LiabilitiesApplicable Interest Rate, Default Rate or applicable portions thereof, so that such other interest rate. This paragraph shall control all agreements between the interest rate does not exceed Borrowers and the Maximum Rate at any time during the term of the LiabilitiesBanks.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 13.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the BorrowerF.Y.I. (as appropriate). In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, F.Y.I., the Agent, each Revolving Credit Lender Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to F.Y.I. the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
Appears in 1 contract
Samples: Credit Agreement (Fyi Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 12.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentBorrower, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrower the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
(c) Pursuant to Article 15.10(b) of Chapter 15, Subtitle 79, Revised Civil Statutes of Texas 1925, as amended, the Borrower agrees that such Chapter 15 (which regulates certain revolving credit loan accounts and revolving tri-party accounts) shall not govern or in any manner apply to the Obligations.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall It is expressly stipulated and agreed to be the intent of Maker and Payee at any time exceed all times to comply with the Maximum Rate.
(b) If at any time applicable Colorado law governing the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the maximum rate of interest payable on such Liability below the Maximum Rate until indebtedness evidenced by this Note and the aggregate Loan Agreement (or applicable United States federal law to the extent that it permits Payee to contract for, charge, take, reserve or receive a greater amount of interest accrued on such Liability equals than under Colorado law). If the aggregate applicable law is ever judicially interpreted so as to render usurious any amount (i) contracted for, charged, taken, reserved or received pursuant to this Note, the Loan Agreement, any of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed or any other communication or writing by or between Maker and Payee related to create a contract the transaction or obligation transactions that are the subject matter of the Loan Documents, (ii) contracted for, charged, taken, reserved or received by reason of Payee’s exercise of the option to pay interest at a rate accelerate the maturity of this Note, or (iii) Maker will have paid or Payee will have received by reason of any voluntary prepayment by Maker of this Note, then it is Maker’s and Payee’s express intent that all amounts charged in excess of the Maximum Rate; Lawful Rate (as hereinafter defined) shall be automatically canceled, ab initio, and neither all amounts in excess of the Agent nor any Revolving Credit Lender Maximum Lawful Rate theretofore collected by Payee shall ever charge, receive, take, collect, reserve or apply, as interest be credited on the Liabilitiesprincipal balance of this Note (or, if this Note has been or would thereby be paid in full, refunded to Maker), and the provisions of this Note, the Loan Agreement, and other Loan Documents shall immediately be deemed reformed and the amounts thereafter collectible hereunder and thereunder reduced, without the necessity for the execution of any new document, so as to comply with the applicable law, but so as to permit the recovery of the fullest amount otherwise called for hereunder and thereunder; provided, however, if this Note has been paid in full before the end of the stated term of this Note, then Maker and Payee agree that Payee shall, with reasonable promptness after Payee discovers or is advised by Maker that interest was received in an amount in excess of the Maximum Lawful Rate, either refund such excess interest to Maker and/or credit such excess interest against this Note then owing by Maker to Payee. The Agent, each Revolving Credit Lender and the Borrower each Maker hereby agrees that as a condition precedent to any interestclaim seeking usury penalties against Payee, chargeMaker will provide written notice to Payee, fee, expense or other Liability provided for advising Payee in this Agreement or in reasonable detail of the other Loan Documents which constitutes interest under applicable law, ipso facto nature and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of the violation, and Payee shall have sixty (60) days after receipt of such interestnotice in which to correct such usury violation, chargeif any, fee, expense by either refunding such excess interest to Maker or other Liability that would be payable in the absence of crediting such excess interest against this Section 19-18, or (y) an amount, which when added Note and then owing by Maker to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum RatePayee. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts All sums contracted for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.charged,
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals such
(b) No provision of any Loan Document shall require the aggregate amount payment or the collection of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender Bank shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-1813.12(b), or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.shall
Appears in 1 contract
Maximum Interest Rate. (a) The Collateral covered in the Vessel Mortgage and the Obligations covered by this Agreement, the Note and other Loan Documents is or will be secured by a "Preferred Mortgage" on the Vessels within the meaning of Section 31322 of the Ship Mortgage Act, and the regulations promulgated thereunder. If, for any reason, the provisions of Section 31322 of the Ship Mortgage Act shall be found not to exempt any and all interest and other charges contracted for, charged, taken, received or reserved in connection with the Obligations covered by this Agreement, the Note, and other Loan Documents from any limitations otherwise applicable, then the provisions of Section 12.12(b) shall apply, but otherwise the provisions of Section 31322 of the Ship Mortgage Act shall be applicable.
(b) No interest rate specified in provision of this Agreement or of any other Loan Document shall at any time exceed require the Maximum Rate.
(b) If at any time payment or the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate collection of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The AgentBorrowers nor the sureties, each Revolving Credit Lender and guarantors, successors, or assigns of any of the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Borrowers shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals event the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchindebtedness evidenced by the Note; and and, if the Liabilities, or applicable portions thereof, are principal of the Note has been paid in full, any remaining excess shall promptly forthwith be paid to the BorrowerBorrowers. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, each Revolving Credit Lender Borrowers and the BorrowerLender shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, indebtedness evidenced by the Note so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Samples: Credit Agreement (Transcoastal Marine Services Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “"Contract Rate”") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Administrative Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the LiabilitiesObligations, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees parties hereto agree that any interest, charge, fee, expense or other Liability obligation provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable lawlaw shall be, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (xi) the amount of such interest, charge, fee, expense or other Liability obligation that would be payable in the absence of this Section 19-18, 12.12(b) or (yii) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Administrative Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities Obligations and treated hereunder as such; and if the LiabilitiesObligations, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the AgentBorrower, each Revolving Credit Lender the Administrative Agent and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the LiabilitiesObligations, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesObligations; provided 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, the Administrative Agent and/or the Lenders, as appropriate, shall refund to the Borrower the amount of such excess and, in such event, the Administrative Agent and the Lenders shall not be subject to any penalties provided by any laws for contracting for, charging, receiving, taking, collecting, reserving or applying interest in excess of the Maximum Rate.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement or the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the Liabilities.
Appears in 1 contract
Samples: Loan and Security Agreement (Hastings Entertainment Inc)
Maximum Interest Rate. (a) No If the amount of interest rate specified payable on this Note for any period in accordance with the terms hereof or the Credit Agreement exceeds the amount of interest that would be payable on this Agreement or any other Loan Document shall Note for such period had interest for such period been calculated at any time exceed the Maximum Interest Rate.
(b) If , then interest for such period shall be payable in an amount calculated at any time the Maximum Interest Rate for such period. Any interest rate (the “Contract Rate”) that would have been due and payable for any Liability period but for the operation of the immediately preceding paragraph shall exceed the Maximum Rate, so that, accrue and be payable on this Note as provided in Section 19-18(a)this paragraph and shall, less interest accruing on such Liability is limited actually paid to the Registered Owner, as applicable, for such period, constitute the “Excess Interest Amount.” If there is any accrued and unpaid Excess Interest Amount as of any date with respect to this Note then the principal amount of this Note shall bear interest at the Maximum Interest Rate, then until payment to the Registered Owner, of the entire Excess Interest Amount. The Authority shall treat the Registered Owner hereof as the absolute owner hereof for all purposes, and the Authority shall not be affected by any subsequent reduction notice to the contrary. THE REGISTERED OWNER OF THIS NOTE WILL PURCHASE THE PRINCIPAL AMOUNT OF THIS NOTE IN INSTALLMENTS BY MAKING ADVANCES IN ACCORDANCE WITH THE TERMS OF THE CREDIT AGREEMENT. ACCORDINGLY, THE PRINCIPAL AMOUNT OF THIS NOTE WHICH HAS BEEN PURCHASED AND IS OUTSTANDING AT ANY GIVEN TIME MAY BE LESS THAN THE COMMITMENT IN EFFECT AT SUCH TIME. THE REGISTERED OWNER OF THIS NOTE MAY MAKE A NOTATION ON THIS NOTE ON THE SCHEDULE ATTACHED HERETO AS TO THE DATE AND THE AMOUNT OF EACH ADVANCE AND AS TO EACH PAYMENT OF PRINCIPAL OF THIS NOTE, BUT THE FAILURE TO MAKE A NOTATION SHALL NOT RELIEVE THE AUTHORITY OF ITS OBLIGATIONS TO PAY THE OUTSTANDING PRINCIPAL OF THIS NOTE, TOGETHER WITH INTEREST HEREON, AS PROVIDED HEREIN AND IN THE CREDIT AGREEMENT. PAYMENTS OF THE PRINCIPAL OF AND PREMIUM, IF ANY, AND INTEREST ON THIS NOTE MAY BE MADE DIRECTLY TO THE REGISTERED OWNER HEREOF Fourth Amendment To Credit Agreement T-28582.003.004 / 2029024.doc 4860-5893-6415.5 WITHOUT NOTATION HEREON. IT CANNOT BE DETERMINED FROM THE FACE OF THIS NOTE WHETHER ALL OR ANY PART OF SUCH PAYMENTS HAVE BEEN PAID. It is hereby certified and recited that any and all acts, conditions and things required to exist, to have happened and to have been performed precedent to and in the Contract Rate for such Liability shall not reduce issuance of this Note do exist, have happened and have been performed in due time, form and manner as required by the rate provisions of interest on such Liability below the Maximum Rate until Act and by the aggregate Constitution and laws of the State of California, and that the amount of interest accrued on such Liability equals this Note, together with all other indebtedness of the aggregate amount of interest which would have accrued on such Liability if Authority, does not exceed any limit prescribed by the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in this Agreement Act or the other Loan Documents, none Constitution and laws of the terms State of California, and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate is not in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would Notes permitted to be payable in issued under the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, to the maximum extent permitted by Applicable Law, shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesAgreement.
Appears in 1 contract
Samples: Credit Agreement
Maximum Interest Rate. (a) No interest rate specified in this Agreement or Regardless of any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary provision contained in this Agreement or any of the other Loan Documents, none of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, never be entitled to receive, take, collect, reserve collect or apply, apply as interest on the Liabilities, Debentures any amount in excess of interest calculated at the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interestand, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability event that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves collects or applies as interest any amount in excess of such excess, the Maximum Rate, such amount which would be deemed excessive interest shall be deemed to be a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and and, if the Liabilities, or applicable portions thereof, are principal amount of the Obligation is paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, payable under any specific contingency, contingency exceeds interest calculated at the Maximum Rate, the Agent, each Revolving Credit Borrower and Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawunder applicable law, shall (i) characterize any non-principal nonprincipal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, proratepro rate, allocate and spread spread, in equal or unequal parts parts, the total amount of interest throughout the actual entire contemplated term of the LiabilitiesDebentures; provided that, or applicable portions if the Debentures is paid and performed in full prior to the end of the full contemplated term thereof, so that and if the interest rate does not exceed received for the actual period of existence thereof exceeds interest calculated at the Maximum Rate at any time during Rate, Lender shall refund to Borrower the term amount of such excess or credit the amount of such excess against the principal amount of the LiabilitiesDebentures and, in such event, Lender shall not be subject to any Agreement -------------------------------------------------------------------------------- penalties provided by any laws for contracting for, charging, taking, reserving or receiving interest in excess of interest calculated at the Maximum Rate.
Appears in 1 contract
Samples: Convertible Loan Agreement (Cover All Technologies Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”) for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither any Obligated Party nor the Agent nor sureties, guarantors, successors, or assigns of any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Obligated Party shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender Bank ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as such; and Obligations, and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Obligated Parties and each Revolving Credit Lender and the BorrowerBank shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (i) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (ii) exclude voluntary prepayments and the effects thereof, and (iii) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Maximum Interest Rate. (a) No Notwithstanding the foregoing provisions of Sections 3.1 through 3.3 regarding the rates of interest applicable to the Loans, if at any time the amount of such interest computed on the basis of the Applicable Interest Rate would exceed the amount of such interest computed upon the basis of the maximum rate specified of interest permitted by applicable state or federal law in effect from time to time hereafter, after taking into account, to the extent required by applicable law, any and all fees, payments, charges and calculations provided for in this Agreement or in any other Loan Document agreement between Borrower and Lender (the "Maximum Legal Rate"), the interest payable under this Agreement shall at any time exceed be computed upon the basis of the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Legal Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then but any subsequent reduction in the Contract Reference Rate for such Liability or the Eurodollar Rate shall not reduce the rate of such interest on such Liability thereafter payable hereunder below the amount computed on the basis of the Maximum Legal Rate until the aggregate amount of such interest accrued on such Liability and payable under this Agreement equals the aggregate total amount of interest which would have accrued on if such Liability if the Contract Rate for such Liability interest had been at all times computed solely on the basis of the Applicable Interest Rate.
(b) No agreements, conditions, provisions or stipulations contained in this Agreement or any other instrument, document or agreement between the Borrower and the Lender or default of the Borrower, or the exercise by the Lender of the right to accelerate the payment of the maturity of principal and interest, or to exercise any option whatsoever contained in this Agreement or any other agreement between the Borrower and the Lender, or the arising of any contingency whatsoever, shall entitle the Lender to collect, in any event, interest exceeding the Maximum Legal Rate and in no event shall the Borrower be obligated to pay interest exceeding such Maximum Legal Rate and all agreements, conditions or stipulations, if any, which may in any event or contingency whatsoever operate to bind, obligate or compel the Borrower to pay a rate of interest exceeding the Maximum Legal Rate, shall be without binding force or effect, at law or in equity, to the extent only of the excess of interest over such Maximum Legal Rate. In the event any interest is charged in excess of the Maximum Legal Rate ("Excess"), the Borrower acknowledges and stipulates that any such charge shall be the result of an accidental and bona fide error, and such Excess shall be, first, applied to reduce the principal then unpaid hereunder; second, applied to reduce the Obligations; and third, returned to the Borrower, it being the intention of the parties hereto not to enter at any time into a usurious or otherwise illegal relationship. The Borrower recognizes that, with fluctuations in the Applicable Interest Rate and the Maximum Legal Rate, such an unintentional result could inadvertently occur. By the execution of this Agreement, the Borrower covenants that (i) the credit or return of any Excess shall constitute the acceptance by the Borrower of such Excess, and (ii) the Borrower shall not seek or pursue any other remedy, legal or equitable, against Lender, based in whole or in part upon the charging or receiving of any interest in excess of the maximum authorized by applicable law. For the purpose of determining whether or not any Excess has been contracted for, charged or received by Lender, all interest at any time contracted for, charged or received by the Lender in effectconnection with this Agreement shall be amortized, prorated, allocated and spread in equal parts during the entire term of this Agreement.
(c) Notwithstanding anything The provisions of Section 3.4 shall be deemed to be incorporated into every document or communication relating to the contrary contained Obligations which sets forth or prescribes any account, right or claim or alleged account, right or claim of the Lender with respect to the Borrower (or any other obligor in respect of Obligations), whether or not any provision of Section 3.4 is referred to therein. All such documents and communications and all figures set forth therein shall, for the sole purpose of computing the extent of the liabilities and obligations of the Borrower (or other obligor) asserted by the Lender thereunder, be automatically recomputed by any Borrower or obligor, and by any court considering the same, to give effect to the adjustments or credits required by Section 3.4.
(d) 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 or the other Loan Documents, none of the terms and provisions of this Agreement or the any other Loan Documents shall ever be construed to create a contract than is presently allowed by applicable state or obligation to pay interest at a rate in excess federal law, then the limitation of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, Section 3.4 shall be limited or reduced to an amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial payment or prepayment of principal of the Liabilities and treated hereunder as such; and if the Liabilities, or applicable portions thereof, are paid in full, any remaining excess shall promptly be paid to the Borrower. In determining whether the interest paid or payable, under any specific contingency, exceeds the Maximum Rate, the Agent, each Revolving Credit Lender and the Borrower, increased to the maximum extent permitted rate of interest allowed by Applicable Lawapplicable state or federal law as amended, which increase shall (i) characterize any non-principal payment as an expense, fee or premium rather than as interest, (ii) exclude voluntary prepayments and be effective hereunder on the effects thereofeffective date of such amendment, and (iii) amortize, prorate, allocate and spread in equal or unequal parts all interest charges owing to the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so that the interest rate does not exceed the Maximum Rate at any time during the term of the LiabilitiesLender by reason thereof shall be payable upon demand.
Appears in 1 contract
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) . If at any time the interest rate (the “Contract Rate”"CONTRACT RATE") for any Liability Obligation shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), thereby causing the interest accruing on such Liability is Obligation to be limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability Obligation shall not reduce the rate of interest on such Liability Obligation below the Maximum Rate until the aggregate amount of interest accrued on such Liability Obligation equals the aggregate amount of interest which would have accrued on such Liability Obligation if the Contract Rate for such Liability Obligation had at all times been in effect.
(cb) Notwithstanding anything to No provision of any Loan Document shall require the contrary contained in this Agreement payment or the other Loan Documents, none collection of the terms and provisions of this Agreement or the other Loan Documents shall ever be construed to create a contract or obligation to pay interest at a rate in excess of the Maximum Rate; maximum amount permitted by applicable law. If any excess of interest in such respect is hereby provided for, or shall be adjudicated to be so provided, in any Loan Document or otherwise in connection with this loan transaction, the provisions of this Section shall govern and prevail and neither the Agent Borrower nor any Revolving Credit Lender shall ever chargethe sureties, receiveguarantors, takesuccessors, collect, reserve or apply, as interest on the Liabilities, any amount in excess assigns of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable law, ipso facto and under any and all circumstances, shall be limited or reduced obligated to an amount equal to pay the lesser of (x) the excess amount of such interestinterest or any other excess sum paid for the use, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18forbearance, or (y) an amount, which when added to all other interest payable under this Agreement and detention of sums loaned pursuant hereto. In the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or event any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Ratesuch sum, such amount which would be deemed excessive interest in excess of the maximum amount permitted by applicable law shall be deemed applied as a partial payment or prepayment and reduction of the principal of the Liabilities and treated hereunder as suchObligations; and and, if the Liabilities, or applicable portions thereof, are principal of the Obligations has been paid in full, any remaining excess shall promptly forthwith be paid to the Borrower. In determining whether or not the interest paid or payable, under any specific contingency, payable exceeds the Maximum Rate, the Agent, Borrower and each Revolving Credit Lender and the Borrowershall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee fee, or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate allocate, and spread in equal or unequal parts the total amount of interest throughout the actual entire contemplated term of the Liabilities, or applicable portions thereof, Obligations so that interest for the interest rate entire term does not exceed the Maximum Rate at any time during the term of the LiabilitiesRate.
Appears in 1 contract
Samples: Credit Agreement (First Investors Financial Services Group Inc)
Maximum Interest Rate. (a) No interest rate specified in this Agreement or any other Loan Document shall at any time exceed the Maximum Rate.
(b) If at any time the interest rate (the “Contract Rate”) for any Liability shall exceed the Maximum Rate, so that, as provided in Section 19-18(a), interest accruing on such Liability is limited to the Maximum Rate, then any subsequent reduction in the Contract Rate for such Liability shall not reduce the rate of interest on such Liability below the Maximum Rate until the aggregate amount of interest accrued on such Liability equals the aggregate amount of interest which would have accrued on such Liability if the Contract Rate for such Liability had at all times been in effect.
(c) Notwithstanding anything to the contrary contained in the Notes or this Agreement, the Borrowers shall not be obligated to pay, and Lenders shall not be entitled to charge, collect, receive, reserve, or take interest (it being understood that interest shall be calculated as the aggregate of all charges which constitute interest under applicable law that are contracted for, charged, reserved, received, or paid) in excess of the maximum rate permitted by law. During any period of time in which the interest rates specified herein exceed the maximum rate permitted by law, interest shall accrue and be payable at such maximum rate; provided that if the interest rate declines below the maximum rate permitted by law, interest shall continue to accrue and be payable at the maximum rate permitted by law (so long as there remains any unpaid principal) until the interest that has been paid under this Agreement or the other Loan DocumentsNotes equals the amount of interest that would have been paid if interest had at all times accrued and been payable at the applicable interest rates specified in this Agreement. If from any circumstances whatsoever, none fulfillment of any provision of the terms and provisions of Notes, or this Agreement or of any other document pertaining hereto or thereto, shall involve transcending the limit of validity prescribed by law for the collection or charging of interest, then ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if from any such circumstances Lenders shall ever receive anything of value as interest or deemed interest by applicable law under the Notes, this Agreement, any of the other Loan Credit Documents shall ever be construed to create a contract or obligation to pay interest at a any other document pertaining hereto, thereto or otherwise an amount that would exceed the maximum rate in excess of the Maximum Rate; and neither the Agent nor any Revolving Credit Lender shall ever charge, receive, take, collect, reserve or apply, as interest on the Liabilities, any amount in excess of the Maximum Rate. The Agent, each Revolving Credit Lender and the Borrower each agrees that any interest, charge, fee, expense or other Liability provided for in this Agreement or in the other Loan Documents which constitutes interest under applicable permitted by law, ipso facto and under any and all circumstances, shall be limited or reduced to an such amount equal to the lesser of (x) the amount of such interest, charge, fee, expense or other Liability that would be payable in the absence of this Section 19-18, or (y) an amount, which when added to all other interest payable under this Agreement and the other Loan Documents, equals the Maximum Rate. If, notwithstanding the foregoing, the Agent or any Revolving Credit Lender ever contracts for, charges, receives, takes, collects, reserves or applies as interest any amount in excess of the Maximum Rate, such amount which would be deemed excessive interest shall be deemed a partial applied to the reduction of the principal amount owing under the Notes or on account of any other indebtedness of the Borrowers to Lenders, and not to the payment of interest, or prepayment if such excessive interest exceeds the unpaid balance of principal of the Liabilities and treated hereunder as such; and if the Liabilitiessuch indebtedness, or applicable portions thereof, are paid in full, any remaining such excess shall promptly be paid refunded to the BorrowerBorrowers. In determining whether or not the interest paid or payablepayable with respect to any indebtedness of the Borrowers to Lenders, under any specific specified contingency, exceeds the Maximum Ratemaximum rate permitted by law, the Agent, each Revolving Credit Lender Borrowers and the BorrowerLenders shall, to the maximum extent permitted by Applicable Lawapplicable law, shall (ia) characterize any non-principal payment as an expense, fee or premium rather than as interest, (iib) exclude voluntary prepayments and the effects thereof, and (iiic) amortize, prorate, allocate and spread in equal or unequal parts the total amount of interest throughout the actual term of the Liabilities, or applicable portions thereof, so such indebtedness such that the interest rate it does not exceed the Maximum Rate maximum amount permitted by applicable law, and/or (d) allocate interest between portions of such indebtedness, to the end that no such portion shall bear interest at any time during the term of the Liabilitiesa rate greater than that permitted by applicable law.
Appears in 1 contract
Samples: Credit Agreement (Northland Holdings Management Inc)
