Negotiated Rate Loans. Subject to the terms and conditions set forth herein, each Revolving Lender, severally and for itself alone, may (but is not obligated to) make one or more loans (each such loan, a “Negotiated Rate Loan”) to the Borrower from time to time on any Business Day during the Availability Period in an aggregate amount not to exceed at any time outstanding the amount of the Negotiated Rate Sublimit, notwithstanding the fact that such Negotiated Rate Loans, when aggregated with the Applicable Percentage of the Outstanding Amount of Committed Revolving Loans and L/C Obligations of such Lender may exceed the amount of such Lender’s Revolving Commitment; provided, that Total Revolving Outstandings shall not exceed the Aggregate Revolving Commitments; and, provided further, that Negotiated Rate Loans shall be available to the Borrower for periods of one day to 180 days, so long as both the corporate rating of the Borrower by S&P is BBB- or better and the senior implied rating of the Borrower by Xxxxx’x is Baa3 or better. It is understood that should a Lender make a Negotiated Rate Loan it shall not relieve such Lender from its obligation to make its pro rata share of any future Committed Revolving Loan even if after making such Committed Revolving Loan the Outstanding Amount of Committed Revolving Loans and L/C Obligations of such Lender, together with the Outstanding Amount of its Negotiated Rate Loans, exceeds the amount such Lender’s Revolving Commitment.
Negotiated Rate Loans. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of Company set forth herein, Company agrees that, from time to time during the period from and including the Closing Date to but excluding the Termination Date, Company may request one or more Domestic Lenders, in the sole discretion of each, to make one or more Domestic Loans to Company on a non-pro rata basis, each such Loan to remain outstanding for at least one day and to mature no later than 180 days after the making thereof or if earlier, the Termination Date and to bear interest at such rate as shall be agreed to by Company and the applicable Domestic Lender (each such Loan, a “Negotiated Rate Loan”); provided that in no event shall (x) the aggregate principal amount of Negotiated Rate Loans outstanding at any time exceed $500,000,000 or (y) the Total Utilization of Domestic Commitments exceed the Domestic Commitments then in effect. All Negotiated Rate Loans shall be in such minimum amounts as may be mutually agreed upon by the applicable Domestic Lender and Company. Company and Domestic Lenders acknowledge that (A) subject to the proviso in the first sentence of this paragraph, notwithstanding the Domestic Commitment of any Domestic Lender, each such Domestic Lender may, but shall not be obligated to, make Negotiated Rate Loans as of any date in an aggregate amount that would not cause the Total Utilization of Domestic Commitments to exceed the Domestic Commitments then in effect (and each Domestic Lender may rely on the information provided by Company in the Notice of Borrowing, absent any actual knowledge to the contrary); and (B) Negotiated Rate Loans need not be made in accordance with Lenders’ Domestic Pro Rata Shares. Each Lender making any Negotiated Rate Loan shall, prior to or concurrently with the making thereof, provide Administrative Agent with written notice of the amount, Funding Date and maturity date of such Negotiated Rate Loan, and Company and Lenders will, from time to time, furnish such information to Administrative Agent as Administrative Agent may request relating to the making of Negotiated Rates Loans, including, without limitation, confirmation of amounts, Funding Dates and maturities (and, upon the occurrence and during the continuance of any Potential Event of Default or Event of Default, applicable interest rates), for the purpose of determining the Total Utilization of Domestic Commitments and the allocation of...
Negotiated Rate Loans. During the Revolving Credit --------------------- Period, the Company may make arrangements with one or more of the Banks for Negotiated Rate Loans to be made by such Bank or Banks, to such Borrowers, at such interest rates, in such currency or currencies and on such other terms and conditions as may be agreed upon between the Company and such Bank or Banks; provided, however, that the Company shall not borrow or permit any -------- ------- Eligible Subsidiary to borrow any Negotiated Rate Loan in an amount that would result in the aggregate principal amount of the outstanding Loans exceeding the Total Commitment (after giving effect to all borrowings and repayments of Loans then being made). The Company shall promptly notify the Administrative Agent of the making of any such Negotiated Rate Loan, the aggregate principal amount thereof, the Interest Period applicable thereto, the currency or currencies in which such loan is denominated (if other than U.S. Dollars) and of any prepayment or repayment thereof. In addition, any Bank that makes a Negotiated Rate Loan to any Borrower in a currency other than U.S. Dollars shall promptly notify the Administrative Agent of the U.S. Dollar equivalent of such Negotiated Rate Loan (as determined by such Bank based upon its spot buying rate), and the U.S. Dollar equivalent amount so determined and notified to the Administrative Agent shall thereafter be utilized for purposes of determining the amount of unused Commitments. Each such Negotiated Rate Loan shall be in the principal amount of $1,000,000 (or its equivalent in another currency) or a larger multiple thereof (or its equivalent in another currency).
Negotiated Rate Loans. On the terms and subject to the conditions of this Agreement, each Bank, severally and for itself alone, may (but is not obligated to) make one or more Negotiated Rate Loans to the Company from time to time on or after the Effective Date and prior to such Bank's Termination Date in amounts determined as indicated in the Negotiated Rate Confirmation and for a term that, for each Negotiated Rate Loan, is not less than one day nor more than 270 days from the date of funding of such Negotiated Rate Loan as provided in SECTION 2.7; provided that the sum of (i) the aggregate principal amount of all outstanding Loans plus (ii) the aggregate Face Amount of all issued and outstanding Letters of Credit shall not at any time exceed the then Total Commitment.
Negotiated Rate Loans. The Company may request the Bank to provide a bid stating the lowest fixed rate at which the Bank would be willing to make a Loan to the Company for the Interest Period, with the Interest Payment Dates and method of interest calculation, and in the amount requested. Such request for a bid may be made by the Company at any time prior to the proposed Borrowing or conversion of outstanding Loans. Any Loan made at such bid rate shall be a Negotiated Rate Loan. The Bank shall advise Company of its bid rate and the Company may choose to accept such rate in its sole discretion by electing a Negotiated Rate Loan in its Notice of Election. Interest on a Negotiated Rate Loan shall be computed on the basis of a 360-day year, as applicable, and actual days elapsed.
Negotiated Rate Loans. Subject to the terms and conditions of this Agreement and in reliance upon the representations and warranties of Domestic Borrowers set forth herein, each Domestic Lender agrees that, from time to time during the period from and including the Closing Date to but excluding such Lender's Tranche A Termination Date, each Domestic Borrower may request one or more Domestic Lenders, in the sole discretion of each, to make one or more Tranche A Domestic Loans to such Domestic Borrower on a non-pro rata basis, each such Loan to remain outstanding for at least one day and to mature no later than 180 days after the making thereof or if earlier, such Lender's Tranche A
Negotiated Rate Loans
