Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower. (b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place. (c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be. (d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 5 contracts
Samples: Multi Year Credit Agreement (Park Place Entertainment Corp), Short Term Credit Agreement (Park Place Entertainment Corp), Short Term Credit Agreement (Park Place Entertainment Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt (or deemed receipt) of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local Eastern time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available funds, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make disburse the funds so received from the Lenders available to an account designated by an Approved Officer of the Borrower; provided that to the Borrower at the Administrative Agent's aforesaid address extent that all or place.
(c) If any Lender makes a new portion of such Borrowing is to be applied to a Reimbursement Obligation or a Swingline Loan hereunder on a day on which of the Borrower is to repay all or any part of an outstanding Loan from such Lenderas contemplated by Sections 2.02 and 2.18(h), such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower shall distribute to the Administrative Agent as provided in Section 2.17applicable Issuing Lender or the Swingline Lender, as the case may be, the appropriate portion of such funds.
(dc) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 P.M. (Eastern time) on the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have made such payment within two Domestic Business Days of demand therefor, the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make the Federal Funds Rate and Loan to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make a Loan on the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower the difference between failure of any other Lender to make a Loan to be made by such ratesother Lender.
Appears in 5 contracts
Samples: Amendment No. 4 and Consent (Piedmont Natural Gas Co Inc), Amendment No. 3 and Consent (Duke Energy Ohio, Inc.), Credit Agreement Amendment (Duke Energy Carolinas, LLC)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Syndicated Borrowing or a Notice of Money Market Borrowing, the Administrative Agent shall promptly notify each Lender participating in such Borrowing of the contents thereof of such Notice of Borrowing and of such Lender's share (if any) of such Borrowing and such Borrowing. Such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each such Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make shall (i) apply the funds so received from the Lenders to repay all Swingline Loans (if any) then outstanding, together with interest accrued thereon, and (ii) make the remainder of such funds available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any such Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made its share of such share Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.09 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08shall repay such corresponding amount, the applicable Lender such repayment shall pay not affect any rights the Borrower the difference between such ratesmay have against any defaulting Lender.
Appears in 4 contracts
Samples: Credit Agreement (Tenet Healthcare Corp), Credit Agreement (Tenet Healthcare Corp), Credit Agreement (Tenet Healthcare Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing (or, in the case of a Base Rate Borrowing, prior to 12:00 Noon (New York City time) on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have done so within five Domestic Business Days of demand therefor by the Borrower severally agree Administrative Agent, then the Borrower, each agrees to repay pay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.07 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under Nothing in this subsection (dc) at shall relieve any Lender of its obligation to make Loans in accordance with the Federal Funds Rate terms and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable conditions of this Agreement or relieve any Lender shall pay the Borrower the difference between from responsibility for default by it in such ratesobligation.
Appears in 3 contracts
Samples: Credit Agreement (Marathon Oil Corp), Credit Agreement (Marathon Oil Corp), Credit Agreement (Marathon Oil Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing from any Borrower in accordance with Section 2.2 hereof, the Administrative Agent shall promptly shall, on the date such Notice of Borrowing is received by Administrative Agent, notify each Lender of the contents thereof and of such Lender's ’s share of such Borrowing, of the interest rate determined pursuant thereto and of the Interest Period(s) (if anydifferent from those requested by such Borrower) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the such Borrower, unless such Borrower shall pay any applicable expenses pursuant to Section 2.11.
(b) Not later than 11:00 A.M. (California local time) 2:00 P.M. on the date of each Borrowing as indicated in the applicable Notice of Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds Yen immediately available in Tokyo, Japan, to the Administrative Agent at its address referred to in Section 9.019.1. Unless If any Borrower has requested the Administrative Agent determines that any applicable condition specified issuance of a Letter of Credit, no later than 1:00 P.M. on the date of such issuance as indicated in Article III has not been satisfiedthe notice delivered pursuant to Section 2.2(b), the Fronting Lender shall issue such Letter of Credit in the amount so requested and deliver the same to the applicable Borrower, with a copy thereof to Administrative Agent. Immediately upon the issuance of each Letter of Credit by the Fronting Lender, the Fronting Lender shall be deemed to have sold and transferred to each other Lender, and each other Lender shall be deemed, and hereby agrees, to have irrevocably and unconditionally purchased and received from the Fronting Lender, without recourse or warranty, an undivided interest and a participation in such Letter of Credit, any drawing thereunder, and its obligation to pay its Pro Rata Share with respect thereto, and any security therefor or guaranty pertaining thereto, in an amount equal to such Lender’s ratable share thereof. Upon any change in any of the Commitments in accordance herewith, there shall be an automatic adjustment to such participations to reflect such changed shares. The Fronting Lender shall have the primary obligation to fund any draws made with respect to such Letter of Credit notwithstanding any failure of a participating Lender to fund its ratable share of any such draw. Administrative Agent will instruct the Fronting Lender to make the funds so received from the Lenders such Letter of Credit available to the Borrower applicable Borrower, and the Fronting Lender shall make such Letter of Credit available to the applicable Borrower, at the Administrative Agent's its aforesaid address or placeat such address in Japan as such Borrower shall request on the date of the issuance.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.3 and the Administrative Agent may, in reliance upon such assumption, but shall not be obligated to, make available to the applicable Borrower on such date a corresponding amountamount on behalf of such Lender. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case rate of the Borrower, a rate per annum equal interest applicable to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds RateBorrowing hereunder. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If such Lender shall not pay to Administrative Agent such corresponding amount after reasonable attempts are made by Administrative Agent to collect such amounts from such Lender, the applicable Borrower pays agrees to repay to Administrative Agent within one Business Day of the demand such corresponding amount together with interest under this subsection (d) thereon at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to the relevant Borrowing, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to Administrative Agent. Nothing contained in this Section 2.082.3(c) shall be deemed to reduce the Commitment of any Lender or in any way affect the rights of any Borrower with respect to any Defaulting Lender or Administrative Agent. The failure of any Lender to make available to Administrative Agent such Lender’s share of any Borrowing in accordance with Section 2.3(b) hereof shall not relieve any other Lender of its obligations to fund its Commitment, in accordance with the provisions hereof.
(d) Subject to the provisions hereof, Administrative Agent shall make available each Borrowing to the applicable Borrower in Yen immediately available in accordance with, and on the date set forth in, the applicable Lender shall pay the Borrower the difference between such ratesNotice of Borrowing.
Appears in 3 contracts
Samples: Revolving Credit Agreement (Prologis, L.P.), Revolving Credit Agreement (Prologis, L.P.), Revolving Credit Agreement (Prologis, L.P.)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Syndicated Borrowing or a Notice of Money Market Borrowing, the Administrative Agent shall promptly notify each Lender participating in such Borrowing of the contents thereof of such Notice of Borrowing and of such Lender's share (if any) of such Borrowing and such Borrowing. Such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each such Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will shall make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any such Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made its share of such share Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.09 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08shall repay such corresponding amount, the applicable Lender such repayment shall pay not affect any rights the Borrower the difference between such ratesmay have against any defaulting Lender.
Appears in 3 contracts
Samples: Credit Agreement (Tenet Healthcare Corp), 364 Day Credit Agreement (Tenet Healthcare Corp), 364 Day Credit Agreement (Tenet Healthcare Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender prompt notice of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.019.02. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan required to be made by it as part of any Borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make the difference between Loan to be made by such ratesother Lender on the date of the Borrowing.
Appears in 3 contracts
Samples: Credit Agreement (Martin Marietta Materials Inc), Credit Agreement (Martin Marietta Materials Inc), Credit Agreement (Martin Marietta Materials Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.05 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Credit Agreement (Lyondell Chemical Co), Credit Agreement (Lyondell Chemical Co)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Applicable Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the applicable Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section):
(1) if such Borrowing is to be made in dollars, make available its share of such Borrowing in Dollarsdollars not later than 12:00 Noon (New York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition office specified in Article III has not or pursuant to Section 10.01; or
(2) if such Borrowing is to be made in an Alternative Currency, make available its share of such Borrowing in such Alternative Currency (in such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Applicable Agent at such time and place as shall have been satisfied, notified by the Administrative Applicable Agent will make the funds so received from to the Lenders available by at least three Euro-Currency Business Days’ notice (or, solely in the case of such Borrowing denominated in Sterling, by telephonic notice on the Euro-Currency Business Day of the date of such Borrowing, such notice to the Borrower at the Administrative Agent's aforesaid address or placebe promptly confirmed in writing).
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Applicable Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Applicable Agent such Lender's ’s share of such Borrowing, the Administrative Applicable Agent may assume that such Lender has made such share available to the Administrative Applicable Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Applicable Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Applicable Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Applicable Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid to the Administrative Applicable Agent, at (i) in the case of the applicable Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.07 and (ii) in the case of such Lender, the Federal Funds RateRate (if such Borrowing is in dollars) or the applicable London Interbank Offered Rate (if such Borrowing is in an Alternative Currency). If such Lender shall repay to the Administrative Applicable Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) Each Lender may, at its option, make any Loan available to a Borrower that is organized under the Federal Funds Rate and laws of a jurisdiction other than of the Federal Funds Rate is higher than United States or a political subdivision thereof by causing any foreign or domestic branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the interest rate applicable thereto pursuant obligation of such Borrower to Section 2.08, repay such Loan in accordance with the applicable Lender shall pay the Borrower the difference between such rates.terms of this Agreement
Appears in 2 contracts
Samples: Credit Agreement (Estee Lauder Companies Inc), Credit Agreement (Estee Lauder Companies Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's Xxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.06 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If The failure of any Lender to make available to the Borrower pays interest under this subsection Administrative Agent such Xxxxxx’s share of the Borrowing hereunder shall not relieve any other Lender of its obligation to fund its own share of such Borrowing; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make its Loan hereunder.
(d) With respect to any payment that the Administrative Agent makes for the account of the Lenders hereunder as to which the Administrative Agent determines (which determination shall be conclusive absent manifest error) that any of the following applies (such payment referred to as the “Rescindable Amount”):
(1) the Borrower has not in fact made such payment; (2) the Administrative Agent has made a payment in excess of the amount so paid by the Borrower (whether or not then owed); or (3) the Administrative Agent has for any reason otherwise erroneously made such payment; then each of the Lenders, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the Rescindable Amount so distributed to such Lender, in immediately available funds with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such ratesAdministrative Agent in accordance with banking industry rules on interbank compensation.
Appears in 2 contracts
Samples: 364 Day Revolving Credit Agreement (Consolidated Edison Co of New York Inc), 364 Day Revolving Credit Agreement (Consolidated Edison Co of New York Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender participating therein prompt notice of the contents thereof and of such Lender's Xxxxxx’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 p.m. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.019.02. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's Xxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of a payment made by a Lender, at the Borrower, greater of the NYFRB Rate and a rate per annum equal to determined by the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of such Lendera payment made by the Borrower, at the Federal Funds Rateinterest rate applicable to Base Rate Loans. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan required to be made by it as part of any Borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make the difference between Loan to be made by such ratesother Lender on the date of the Borrowing.
Appears in 2 contracts
Samples: Loan Modification and Extension Agreement (Martin Marietta Materials Inc), Loan Modification and Extension Agreement (Martin Marietta Materials Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such the Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerCompany.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in DollarsClosing Date, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollarsthe Borrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower Company at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date Closing Date (or, in the case of any Borrowing a Base Rate Borrowing, prior to 12:00 Noon (New York City time) on the Closing Date) that such Lender will not make available to the Administrative Agent such Lender's ’s share of such the Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing Closing Date in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Company until the date such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerCompany, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.07 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such the Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Bridge Credit Agreement (Rockwell Collins Inc), Term Loan Credit Agreement (Rockwell Collins Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall make available its ratable share of such Borrowing:
(A) if such Borrowing is to be made in Dollars, each Lender participating therein shall not later than 2:00 P.M. (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsNew York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred New York Office; or
(B) if such Borrowing is to be made in Section 9.01an Alternative Currency, in such Alternative Currency (in such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Administrative Agent at its London Office. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfiedsatisfied or waived in accordance with Section 11.05, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at on the Administrative Agent's aforesaid address or placedate of each Borrowing as directed by the Borrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received at its New York Office notice from a Lender prior to the date (or in the case of a Base Rate Borrowing, prior to 2:00 P.M. (New York City time) on the date of such Borrowing) of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have paid such amount to the Administrative Agent within two Domestic Business Days of the Administrative Agent’s demand therefor, the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and (if such Borrowing is in Dollars) or the interest rate applicable thereto pursuant to Section 2.08 and London Interbank Offered Rate (ii) if such Borrowing is in the case of such Lender, the Federal Funds Ratean Alternative Currency). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) The failure of any Lender to make any Loan to be made by it on the date specified therefor shall not relieve any other Lender of any obligation to make a Loan on such date.
(e) Each Lender may, at its option, make any Loan available to any Eligible Subsidiary which is not organized under the Federal Funds Rate and laws of the Federal Funds Rate is higher than United States or any political subdivision thereof by causing any foreign or domestic branch or affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the interest rate applicable thereto pursuant obligation of such Eligible Subsidiary to Section 2.08, repay such Loan in accordance with the applicable Lender shall pay the Borrower the difference between such ratesterms of this Agreement.
Appears in 2 contracts
Samples: Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 10:00 A.M. (California local New York City time) on the date of Closing Date, each Borrowing, if such Borrowing is Lender shall make available each Loan to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollarsby it hereunder, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing Closing Date that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing Closing Date in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.07 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Term Loan Credit Agreement (Aetna Inc /Pa/), Bridge Credit Agreement (Aetna Inc /Pa/)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly (but in any event on the same day such Notice of Borrowing is received by the Administrative Agent) notify each Lender participating therein of the contents thereof and of such Lender's ’s ratable share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall make available its ratable share of such Borrowing:
(A) if such Borrowing is to be made in Dollars, each Lender participating therein shall not later than 1:30 P.M. (except as provided New York City time), in subsection funds immediately available in New York City, to the Administrative Agent at its office specified in or pursuant to Section 11.01; or
(cB) of this Section) make available its share of if such Borrowing is to be made in Dollarsan Alternative Currency, in federal or other such Alternative Currency (in funds immediately available to the Administrative Agent or such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Administrative Agent at its address referred such time and place as shall have been notified by the Administrative Agent to in Section 9.01the Borrower and the Lenders. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, (i) if such Borrowing is to be made in Dollars, the Administrative Agent shall make such aggregate funds available to the Borrower by depositing the proceeds thereof, in like funds as received by the Administrative Agent, in the account of the Borrower with the Administrative Agent as promptly as practicable, but in no event later than 2:00 P.M. (New York City time) on the date of such Borrowing and (ii) if such Borrowing is to be made in an Alternative Currency, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to 1:30 P.M. (New York City time) on the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and (if such Borrowing is in Dollars) or the interest rate applicable thereto pursuant to Section 2.08 and Euro-Currency Base Rate (ii) if such Borrowing is in the case of such Lender, the Federal Funds Ratean Alternative Currency). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under Nothing contained in this subsection (c) shall relieve any Lender which has failed to make available its share of any Borrowing hereunder from its obligation to do so in accordance with the terms hereof.
(d) at The failure of any Lender to make available to the Federal Funds Rate and Administrative Agent its share of any Borrowing on the Federal Funds Rate is higher than date of such Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make available to the interest rate applicable thereto pursuant to Section 2.08Administrative Agent its share of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make available the difference between share of any Borrowing to be made available by such ratesother Lender on such date of Borrowing.
Appears in 2 contracts
Samples: Credit Agreement (Praxair Inc), Credit Agreement (Praxair Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each applicable Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local timePrevailing Eastern Time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each applicable Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III Article 4 has not been satisfied, the Administrative Agent will make the funds so received from the applicable Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17Section 2.11(a), as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b(b) and (c(c) of this Section 2.06 Section 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and Section 2.07 or (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Credit Agreement (United States Steel Corp), Credit Agreement (United States Steel Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof thereof, and of such Lender's share (if any) of such Borrowing and such the Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local timePrevailing Eastern Time) on the date of each Borrowing, if such Borrowing is to be made in DollarsDrawdown Date, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share the amount of such Borrowing in Dollarsthe Loan(s) to be made by it, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will (i) if the Escrow Arrangement is in effect transfer the funds so received from the Lenders to an account designated by the Borrower consistent with the Escrow Arrangement or (ii) otherwise, make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing Drawdown Date that such Lender will not make available to the Administrative Agent the amount of such Lender's share of such Borrowing’s Loan(s), the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on the date of such Borrowing Drawdown Date in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share amount available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and 2.06 or (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing ’s Loan(s) for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: One Year Term Loan Agreement (United States Steel Corp), Term Loan Agreement (United States Steel Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress; provided that Base Rate Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.17(e) shall be remitted by the Agent to the applicable Issuing Bank.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.09 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Five Year Credit Agreement (Aetna Inc /Pa/), Five Year Credit Agreement (Aetna Inc /Pa/)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall make available its ratable share of such Borrowing:
(A) if such Borrowing is to be made in Dollars, each Lender participating therein shall not later than 2:00 P.M. (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsNew York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred New York Office; or
(B) if such Borrowing is to be made in Section 9.01an Alternative Currency, in such Alternative Currency (in such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Administrative Agent at its London Office. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfiedsatisfied or waived in accordance with Section 11.05, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at as directed by the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received at its New York Office notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have paid such amount to the Administrative Agent within two Domestic Business Days of the Administrative Agent’s demand therefor, the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and (if such Borrowing is in Dollars) or the interest rate applicable thereto pursuant to Section 2.08 and London Interbank Offered Rate (ii) if such Borrowing is in the case of such Lender, the Federal Funds Ratean Alternative Currency). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make any Loan to be made by it on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant date specified therefor shall not relieve any other Lender of any obligation to Section 2.08, the applicable Lender shall pay the Borrower the difference between make a Loan on such ratesdate.
Appears in 2 contracts
Samples: Credit Agreement (Johnson Controls Inc), Credit Agreement (Johnson Controls Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.06 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Credit Agreement (Consolidated Edison Co of New York Inc), Credit Agreement (Consolidated Edison Co of New York Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender participating therein prompt notice of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.019.02. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrowera payment made by a Lender, a rate per annum equal to the higher of at the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of a payment made by the Borrower, at the interest rate applicable to the Loans constituting such Lender, the Federal Funds RateBorrowing. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan required to be made by it as part of any Borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make the difference between Loan to be made by such ratesother Lender on the date of the Borrowing.
Appears in 2 contracts
Samples: Credit Agreement (Martin Marietta Materials Inc), Credit Agreement (Martin Marietta Materials Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender prompt notice of each such borrowing, specifying the contents thereof and relevant information including such Lender’s portion of such Lender's share borrowing (if any) of such Borrowing and such the date on which funds are to be made available. If a Notice of Borrowing shall not thereafter be revocable is revoked by the BorrowerCompany after receipt thereof by the Administrative Agent, the Company shall be subject to the provisions of Section 2.14. Notwithstanding anything to the contrary in this Section 2.04, all Swing Line Loans shall be made as provided in Section 2.16.
(b) Not later than 11:00 A.M. 1:00 p.m. (California local New York time) on the date of each Borrowing, if such Borrowing is specified by the Administrative Agent pursuant to be made in DollarsSection 2.04(a), each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing borrowing, in Dollars, in federal or other funds immediately available funds, to the Administrative Agent at its address referred to in Section 9.019.02. Unless (i) the Administrative Agent has not received a written Notice of Borrowing pursuant to Section 2.02 or 2.03(f) or (ii) the Administrative Agent determines that any applicable condition specified set forth in Article III 3 has not been satisfied, the amounts so received by the Administrative Agent will make the funds so received from the Lenders shall be made available immediately upon receipt to the Borrower Company by wire transfer in Dollars, in immediately available funds, to an account of the Company maintained at a financial institution located in the United States designated by the Company to the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender (x) not later than 1:00 p.m. (New York time) on the date of the borrowing, in the case of Base Rate Loans and (y) at least one Domestic Business Day prior to the date of the borrowing, in the case of any Borrowing other Loans, that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowingthe borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing the borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Company until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If , and the Borrower pays interest under Company shall not be required to repay such amount pursuant to this subsection (c).
(d) The failure of any Lender to make a Loan required to be made by it as part of any borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the date of such borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of the borrowing.
(e) If any Lender (x) shall fail to make any Loan (the “Failed Loan”) which such Lender is otherwise obligated hereunder to make to the Company on the date of borrowing thereof and the Administrative Agent shall not have received notice from the Company or such Lender that any condition precedent to the making of the Failed Loan has not been satisfied or (y) is otherwise a Defaulting Lender, then, until such Lender shall have made or be deemed to have made (pursuant to the third to last sentence of this subsection (e)) the Failed Loan in full or the Administrative Agent shall have received notice from the Company or such Lender that any condition precedent to the Failed Loan was not satisfied at the Federal Funds Rate time the Failed Loan was to have been made or is no longer a Defaulting Lender, as applicable, whenever the Administrative Agent shall receive any amount from the Company for the account of such Lender, except as otherwise provided in Section 2.20(c), (i) the amount so received will, upon receipt by the Administrative Agent, be deemed to have been paid to the Lender in satisfaction of the obligation for which paid, without actual disbursement of such amount to the Lender, (ii) the Lender will be deemed to have made the same amount available to the Administrative Agent for disbursement as a Loan to the Company up to the amount of any Failed Loan and (iii) the Federal Funds Rate is higher than Administrative Agent will, accordingly, disburse such amount (up to the interest rate applicable thereto amount of such Failed Loan) to the Company or, if the Administrative Agent has previously made such amount available to the Company on behalf of such Lender pursuant to the provisions hereof, reimburse itself (up to the amount of the amount made available to the Company); provided, however, that the Administrative Agent shall have no obligation to disburse any such amount to the Company or otherwise apply it or deem it applied as provided herein unless the Administrative Agent shall have determined in its sole discretion that to so disburse such amount will not violate any law, rule, regulation or requirement applicable to the Administrative Agent. Upon any such disbursement by the Administrative Agent, such Lender shall be deemed to have made a Base Rate Loan to the Company in satisfaction, to the extent thereof, of such Lender’s obligation to make the Failed Loan. In the event any amounts remain after application pursuant to the first sentence of this Section 2.082.04(e), such amounts shall be applied in accordance with Section 2.20(c) hereto. If and during the time that a Failed Loan shall exist, the applicable Company shall have the right to terminate in full the Commitment of the Lender shall pay the Borrower the difference between causing such ratesFailed Loan as provided in Section 9.01(a).
Appears in 2 contracts
Samples: Credit Agreement (Lockheed Martin Corp), Credit Agreement (Lockheed Martin Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt Each Loan shall be made as part of a Notice Borrowing consisting of BorrowingLoans under the same Facility and of the same Type made by the Lenders ratably in accordance with their respective Commitments under the applicable Facility; provided, however, that Revolving Facility Loans shall be made by the Administrative Agent Revolving Facility Lenders ratably in accordance with their respective Revolving Facility Percentages on the date such Loans are made hereunder. The failure of any Lender to make any Loan required to be made by it shall promptly notify each not relieve any other Lender of its obligations hereunder; provided that the contents thereof Commitments of the Lenders are several and of such no Lender shall be responsible for any other Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower’s failure to make Loans as required.
(b) Not later than 11:00 A.M. Subject to Section 2.15, (California local timei) on each Borrowing denominated in Dollars shall be comprised entirely of ABR Loans or Eurodollar Loans as the date applicable Borrower may request in accordance herewith and (ii) each Borrowing denominated in Canadian Dollars shall be comprised entirely of each BA Loans or Canadian Prime Rate Loans. Each Swingline Borrowing shall be an ABR Borrowing. Each Lender at its option may make any ABR Loan, if Eurodollar Loan or BA Loan by causing any domestic or foreign branch or Affiliate of such Borrowing is Lender to be made make such Loan; provided that any exercise of such option shall not affect the obligation of the applicable Borrower to repay such Loan in Dollars, each Lender participating therein shall (except as provided in subsection (c) accordance with the terms of this Section) make available its share Agreement and such Lender shall not be entitled to any amounts payable under Section 2.16 or 2.18 solely in respect of increased costs resulting from such exercise and existing at the time of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeexercise.
(c) If At the commencement of each Interest Period for any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such LenderEurodollar Revolving Borrowing, such Lender Borrowing shall apply be in an aggregate amount that is an integral multiple of the proceeds Borrowing Multiple and not less than the Borrowing Minimum. At the time that each ABR Revolving Borrowing is made, such Borrowing shall be in an aggregate amount that is an integral multiple of its new Loan to make such repayment the Borrowing Multiple and only not less than the Borrowing Minimum; provided that an ABR Revolving Borrowing may be in an aggregate amount that is equal to the difference (if any) between entire unused balance of the amount being borrowed and Revolving Facility Commitments or that is required to finance the amount being repaid reimbursement of a L/C Disbursement as contemplated by Section 2.05(e). Each Swingline Borrowing shall be made available by such Lender in an amount that is an integral multiple of the Borrowing Multiple and not less than the Borrowing Minimum. Borrowings of more than one Type and under more than one Facility may be outstanding at the same time; provided that there shall not at any time be more than a total of (i) 10 Eurodollar Borrowings outstanding under the U.S. Term B Loan Facility, (ii) 10 Eurodollar Borrowings outstanding under the Revolving Facility and (iii) 10 BA Contract Periods with respect to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may beBA Borrowings.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of Notwithstanding any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes other provision of this Agreement. If , no Borrower shall be entitled to request, or to elect to convert or continue, any Borrowing if the Borrower pays interest under this subsection (d) at Interest Period requested with respect thereto would end after the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08Revolving Facility Maturity Date, the applicable Lender shall pay the Borrower the difference between such ratesTerm A Loan Maturity Date or Term B Loan Maturity Date, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Telesat Holdings Inc.), Credit Agreement (Telesat Canada)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the applicable Administrative Agent shall promptly notify each Lender having a Commitment of the relevant Class of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the applicable Borrowers’ Agent or the applicable Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing not later than 2:00 P.M. (Eastern time) (or 3:00 P.M. (Eastern time) in Dollars, the case of any Base Rate Borrowing or Canadian Prime Rate Borrowing to be made on the same day as the related Notice of Borrowing is delivered pursuant to Section 2.02) in federal or other funds immediately available funds to the applicable Administrative Agent at its address referred to in Section 9.01the Payment Office. Unless the applicable Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent it will make the funds amounts so received from the Lenders available on the same day in like funds to the Borrower applicable Borrowers’ Agent at the Administrative Agent's aforesaid address or placePayment Office.
(c) If any Lender makes a new Loan hereunder on a day on Except with respect to Bankers’ Acceptances, which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided are addressed in subsection (bSection 2.03(b)(vii), or remitted by unless the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the applicable Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the such Administrative Agent such Lender's ’s share of such Borrowing, the such Administrative Agent may assume that such Lender has made such share available to the Administrative Agent it on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the such Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the applicable Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the such Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the such Borrower until the date such amount is repaid to the such Administrative Agent, at (i) in the case of the if such amount is repaid by such Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 (or, if higher, the rate determined by such Administrative Agent to be its cost of funds (which determination shall be conclusive absent manifest error)) and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Raterate determined by such Administrative Agent to be its cost of funds (which determination shall be conclusive absent manifest error). If such Lender shall repay to the such Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Credit Agreement (Ryerson Inc.), Credit Agreement (Ryerson Tull Inc /De/)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing from the Borrower in accordance with Section 2.3, Administrative Agent shall, on the date of receipt of such Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (’s share, if any) , of such Borrowing Borrowing, and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrower unless the Borrower shall pay any applicable expenses pursuant to Section 2.11.
(b) Not later than 11:00 A.M. (California local time) 2:00 P.M. on the date of each Borrowing as indicated in the applicable Notice of Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds Yen immediately available in Tokyo, Japan to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place9.1.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.4 and the Administrative Agent may, in reliance upon such assumption, but shall not be obligated to, make available to the Borrower on such date a corresponding amountamount on behalf of such Lender. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case rate of the Borrower, a rate per annum equal interest applicable to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds RateBorrowing hereunder. If such Lender shall repay pay to the Administrative Agent such corresponding amount, such amount so repaid paid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If such Lender shall not pay to Administrative Agent such corresponding amount after reasonable attempts are made by Administrative Agent to collect such amounts from such Lender, the Borrower pays agrees to repay to Administrative Agent within one Business Day of demand such corresponding amount together with interest under this subsection (d) thereon at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to the relevant Borrowing, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to Administrative Agent. Nothing contained in this Section 2.082.4(c) shall be deemed to reduce any obligation of any Lender to fund a Loan or in any way affect the rights of the Borrower with respect to any defaulting Lender. The failure of any Lender to make available to Administrative Agent such Lender’s share of any Borrowing in accordance with Section 2.4(b) shall not relieve any other Lender of its obligation to fund any Loan in accordance with the provisions hereof.
(d) Subject to the provisions hereof, Administrative Agent shall make available each Borrowing to the Borrower in Yen immediately available in accordance with, and on the date set forth in, the applicable Lender shall pay the Borrower the difference between such ratesNotice of Borrowing.
Appears in 2 contracts
Samples: Term Loan Agreement (Prologis, L.P.), Term Loan Agreement (Prologis, L.P.)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing or a Notice of Conversion/Continuation, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing or Notice of Conversion\Continuation shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.06(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date (and including the date) such amount is made available to the Borrower until to (but excluding) the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (dc) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Short Term Credit Agreement (Hilton Hotels Corp), Short Term Credit Agreement (Hilton Hotels Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) . Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place.
(c) . If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) . Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Short Term Credit Agreement (Park Place Entertainment Corp), Credit Agreement (Park Place Entertainment Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt (or deemed receipt) of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local Eastern time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available funds, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make disburse the funds so received from the Lenders available to an account designated by an Approved Officer of the Borrower at the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 P.M. (Eastern time) on the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have made such payment within two Domestic Business Days of demand therefor, the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make the Federal Funds Rate and Loan to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make a Loan on the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower the difference between failure of any other Lender to make a Loan to be made by such ratesother Lender.
Appears in 2 contracts
Samples: Credit Agreement (Duke Energy CORP), Credit Agreement (Duke Energy CORP)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing or a Notice of Conversion\Continuation, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing or Notice of Conversion\Continuation shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.06(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date (and including the date) such amount is made available to the Borrower until to (but excluding) the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (dc) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Short Term Credit Agreement (Hilton Hotels Corp), Credit Agreement (Hilton Hotels Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local timePrevailing Eastern Time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.13, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and 2.07 or (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 2 contracts
Samples: Credit Agreement (United States Steel Corp), Credit Agreement (United States Steel Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Revolver Lender or Term Lender, as applicable, of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.0110.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, as determined by the Administrative Agent in accordance with Article 3, the Administrative Agent will make the funds so received from the Lenders immediately available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed by the Borrower and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b)) of this Section, or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.11, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing (or, in the case of a Base Rate Borrowing, prior to Noon (New York City time) on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08shall have repaid such corresponding amount of such Lender, the applicable such Lender shall pay reimburse the Borrower for any loss on account thereof incurred by the difference between such ratesBorrower. Nothing contained in the foregoing shall be construed as relieving a Lender of its obligation to fund a Loan when required under the terms of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Qwest Communications International Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ratable share (if any) of such Borrowing and such Borrowing. Such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowers.
(b) Not later than 11:00 A.M. 12:00 Noon (California local timeEastern Time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York, New York, to the Administrative Agent at its address referred for payments specified in or pursuant to in Section 9.0111.
01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will shall promptly make the such funds so received from the Lenders available to the Borrower Borrowers on such date at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender received, prior to the date of any Borrowing Borrowing, notice from a Lender that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent mayand, in reliance upon such assumption, Administrative Agent may (but shall not be obligated to) make available to the Borrower Borrowers on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Borrowers severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date day such amount is made available to the Borrower Borrowers until the date day such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerBorrowers, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 Interest Rate, and (ii) in the case of such Lender, a rate per annum equal to (x) for each day from the day such amount is made available to the Borrowers to the third succeeding Business Day, inclusive, the Federal Funds RateRate for such day as determined by the Administrative Agent and (y) for each day thereafter until the day such amount is repaid to the Administrative Agent, the Base Rate for such day. If such Lender shall repay such corresponding amount to the Administrative Agent such corresponding amountAgent, such the amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at Each Lender's Tranche A Loans shall be evidenced by a single Tranche A Note, and each Lender's Tranche B Loans (if any) shall be evidenced by a single Tranche B Note, in each case payable to the Federal Funds Rate order of such Lender for the account of its Lending Office.
(e) Upon receipt of each Lender's Tranche A Note and the Federal Funds Rate is higher than the interest rate applicable thereto Tranche B Note pursuant to Section 2.083.01(b), the applicable Administrative Agent shall forward such Notes to such Lender. Each Lender shall pay record the Borrower date and amount of each Loan made by it and the difference between date and amount of each payment of principal made by the Borrowers with respect thereto, and may, in connection with any transfer or enforcement of either of its Notes, endorse on the schedule forming a part thereof appropriate notations to evidence the foregoing information with respect to the then outstanding Loans evidenced by such ratesNote; provided that neither the failure of any Lender to make any such recordation or endorsement nor any error therein shall affect the obligations of the Borrowers under any Financing Document. Each Lender is hereby irrevocably authorized by the Borrowers so to endorse each of its Notes and to attach to and make a part of such Note a continuation of any such schedule as and when required.
Appears in 1 contract
Samples: Debt Agreement (Vencor Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to specified in Section 9.01or pursuant to. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.05 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly (but in any event on the same day) notify each Lender participating therein of the contents thereof and of such Lender's ratable share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall make available its ratable share of such Borrowing:
(A) if such Borrowing is to be made in Dollars, each Lender participating therein shall not later than 12:00 Noon (except as provided New York City time), in subsection funds immediately available in New York City, to the Administrative Agent at its office specified in or pursuant to Section 11.01; or
(cB) of this Section) make available its share of if such Borrowing is to be made in Dollarsan Alternative Currency, in federal or other such Alternative Currency (in funds immediately available to the Administrative Agent or such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Administrative Agent at its address referred such time and place as shall have been notified by the Administrative Agent to in Section 9.01the Borrower and the Lenders. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, (i) if such Borrowing is to be made in Dollars or Canadian Dollars, the Administrative Agent shall make such aggregate funds available to the Borrower by depositing the proceeds thereof, in like funds as received by the Administrative Agent, in the account of the Borrower with the Administrative Agent as promptly as practicable, but in no event later than 2:00 P.M. (New York City time) on the date of such Borrowing and (ii) if such Borrowing is to be made in another Alternative Currency, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and (if such Borrowing is in Dollars) or the interest rate applicable thereto pursuant to Section 2.08 and Applicable Interbank Offered Rate (ii) if such Borrowing is in the case of such Lender, the Federal Funds Ratean Alternative Currency). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under Nothing contained in this subsection (c) shall relieve any Lender which has failed to make available its share of any Borrowing hereunder from its obligation to do so in accordance with the terms hereof.
(d) at The failure of any Lender to make available to the Federal Funds Rate and Administrative Agent its share of any Borrowing on the Federal Funds Rate is higher than date of such Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make available to the interest rate applicable thereto pursuant to Section 2.08Administrative Agent its share of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make available the difference between share of any Borrowing to be made available by such ratesother Lender on such date of Borrowing.
Appears in 1 contract
Samples: Credit Agreement (Praxair Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each the Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in Dollarsnot later than 2:00 P.M. (New York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01Minneapolis Office. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfiedsatisfied or waived in accordance with Section 11.05, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at on the Administrative Agent's aforesaid address or placedate of each Borrowing as directed by the Borrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received at its Minneapolis Office notice from a Lender prior to the date (or in the case of a Base Rate Borrowing, prior to 2:00 P.M. (New York City time) on the date of such Borrowing) of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and (and, if such Lender shall not have paid such amount to the Borrower severally agree Administrative Agent within two Domestic Business Days of the Administrative Agent’s demand therefor, the Borrower) agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) The failure of any Lender to make any Loan to be made by it on the date specified therefor shall not relieve any other Lender of any obligation to make a Loan on such date.
(e) Each Lender may, at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant its option, make any Loan available to Section 2.08, the applicable Lender shall pay the Borrower by causing any foreign or domestic branch or affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the difference between obligation of the Borrower to repay such ratesLoan in accordance with the terms of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Johnson Controls International PLC)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's Xxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Xxxxxx has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.06 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If The failure of any Lender to make available to the Borrower pays interest under this subsection Administrative Agent such Xxxxxx’s share of the Borrowing hereunder shall not relieve any other Lender of its obligation to fund its own share of such Borrowing; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make its Loan hereunder.
(d) With respect to any payment that the Administrative Agent makes for the account of the Lenders hereunder as to which the Administrative Agent determines (which determination shall be conclusive absent manifest error) that any of the following applies (such payment referred to as the “Rescindable Amount”):
(1) any Borrower has not in fact made such payment; (2) the Administrative Agent has made a payment in excess of the amount so paid by any Borrower (whether or not then owed); or (3) the Administrative Agent has for any reason otherwise erroneously made such payment; then each of the Lenders, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the Rescindable Amount so distributed to such Lender, in immediately available funds with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such ratesAdministrative Agent in accordance with banking industry rules on interbank compensation.
Appears in 1 contract
Samples: Credit Agreement (Consolidated Edison Co of New York Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ratable share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars(other than a Competitive Bid Loan), each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.0110.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders promptly available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be.
(d) Except as specifically provided in Section 8.01 to the contrary, each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing which the related Notice of Borrowing specifies is to be comprised of Euro-Dollar Loans, the Borrower shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable condition set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Loan to be made by such Lender as part of such Borrowing when such Loan, as a result of such failure, is not made on such date.
(e) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share Share of such Borrowing, which failure may constitute a breach of such Lender's obligations under this Agreement, the Administrative Agent may assume that such Lender has made such share portion available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant at the time to Section 2.08 Loans comprising such Borrowing and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in as part of such Borrowing for purposes of this Agreement. If .
(f) The failure of any Lender to make the Borrower pays interest under this subsection (d) at Loan to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make the difference between Loan to be made by such ratesother Lender on the date of any Borrowing.
Appears in 1 contract
Samples: Credit Agreement (Massey Energy Co)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.019.1. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.3(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.5 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If The Administrative Agent shall be entitled to recover any and all actual losses and damages (including, without limitation, reasonable attorneys' fees) from any Lender failing to so repay upon demand of the Borrower pays interest Administrative Agent. The Administrative Agent may set off the obligations of a Lender under this subsection paragraph against any distributions or payments in respect of the Loans which the Administrative Agent would otherwise make available to such Lender at any time.
(d) at To the Federal Funds Rate extent and during the Federal Funds Rate is higher than time period in which any Lender fails to provide or delays in providing its respective payment to the interest rate applicable thereto Administrative Agent pursuant to Section 2.08clause (b) or (c) above, such Lender's percentage of all payments in respect of Revolving Loans (but not its Revolving Commitment with respect to future Borrowings) shall decrease to reflect the applicable Lender shall pay actual percentage which its actual Revolving Credit Exposure bears to the Borrower the difference between such ratesaggregate Revolving Credit Exposures.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing under any Facility, the Administrative Agent shall promptly notify each Lender under such Facility of the contents thereof and of such Lender's ratable share (if any) of such Borrowing and such Borrowing. Such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local timei) 2:00 P.M. (Eastern Time) on the date of each Base Rate Borrowing and (ii) 1:00 P.M. (Eastern Time) on the date of each other Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein in such Borrowing shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in Charlotte, North Carolina, to the Administrative Agent at its address referred for payments specified in or pursuant to in Section 9.0112.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will shall make such funds available to the Borrower on such date at the Administrative Agent's aforesaid address; provided that, in the case of a Revolving Credit Borrowing, the Administrative Agent shall (i) to the extent required by Section 2.08(g), apply the funds so received from the Revolving Credit Lenders to prepay all Swingline Loans that have the same Purpose as such Borrowing, together with interest accrued thereon, and (ii) make the remainder of such funds available to the Borrower on such date at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender received, prior to the date of any Borrowing Borrowing, notice from a Lender under the relevant Facility that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent mayand, in reliance upon such assumption, Administrative Agent may (but shall not be obligated to) make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date day such amount is made available to the Borrower until the date day such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.05, and (ii) in the case of such Lender, a rate per annum equal to (x) for each day from the day such amount is made available to the Borrower to the third succeeding Domestic Business Day, inclusive, the Federal Funds RateRate for such day as determined by the Administrative Agent and (y) for each day thereafter until the day such amount is repaid to the Administrative Agent, the Base Rate for such day. If such Lender shall repay such corresponding amount to the Administrative Agent such corresponding amountAgent, such the amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Credit Agreement (Vencor Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in Dollarsnot later than 2:00 P.M. (New York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01New York Office. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfiedsatisfied or waived in accordance with Section 11.05, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at as directed by the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received at its New York Office notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have paid such amount to the Administrative Agent within two Domestic Business Days of the Administrative Agent’s demand therefor, the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make any Loan to be made by it on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant date specified therefor shall not relieve any other Lender of any obligation to Section 2.08, the applicable Lender shall pay the Borrower the difference between make a Loan on such ratesdate.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender prompt notice of each such borrowing, specifying the contents thereof and relevant information including such Lender’s portion of such Lender's share borrowing (if any) of such Borrowing and such the date on which funds are to be made available. If a Notice of Borrowing shall not thereafter be revocable is revoked by the BorrowerCompany after receipt thereof by the Administrative Agent, the Company shall be subject to the provisions of Section 2.14.
(b) Not later than 11:00 A.M. 1:00 p.m. (California local New York time) on the date of each Borrowing, if such Borrowing is specified by the Administrative Agent pursuant to be made in DollarsSection 2.04(a), each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing borrowing, in Dollars, in federal or other funds immediately available funds, to the Administrative Agent at its address referred to in Section 9.019.02. Unless (i) the Administrative Agent has not received a written Notice of Borrowing pursuant to Section 2.02 or (ii) the Administrative Agent determines that any applicable condition specified set forth in Article III 3 has not been satisfied, the amounts so received by the Administrative Agent will make the funds so received from the Lenders shall be made available immediately upon receipt to the Borrower Company by wire transfer in Dollars, in immediately available funds, to an account of the Company maintained at a financial institution located in the United States designated by the Company to the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender (x) not later than 1:00 p.m. (New York time) on the date of the borrowing, in the case of Base Rate Loans and (y) at least one Domestic Business Day prior to the date of the borrowing, in the case of any Borrowing other Loans, that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowingthe borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing the borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Company until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If , and the Borrower pays interest under Company shall not be required to repay such amount pursuant to this subsection (c).
(d) The failure of any Lender to make a Loan required to be made by it as part of any borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the date of such borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of the borrowing.
(e) If any Lender (x) shall fail to make any Loan (the “Failed Loan”) which such Lender is otherwise obligated hereunder to make to the Company on the date of borrowing thereof and the Administrative Agent shall not have received notice from the Company or such Lender that any condition precedent to the making of the Failed Loan has not been satisfied or (y) is otherwise a Defaulting Lender, then, until such Lender shall have made or be deemed to have made (pursuant to the third to last sentence of this subsection (e)) the Failed Loan in full or the Administrative Agent shall have received notice from the Company or such Lender that any condition precedent to the Failed Loan was not satisfied at the Federal Funds Rate time the Failed Loan was to have been made or is no longer a Defaulting Lender, as applicable, whenever the Administrative Agent shall receive any amount from the Company for the account of such Lender, except as otherwise provided in Section 2.20(c), (i) the amount so received will, upon receipt by the Administrative Agent, be deemed to have been paid to the Lender in satisfaction of the obligation for which paid, without actual disbursement of such amount to the Lender, (ii) the Lender will be deemed to have made the same amount available to the Administrative Agent for disbursement as a Loan to the Company up to the amount of any Failed Loan and (iii) the Federal Funds Rate is higher than Administrative Agent will, accordingly, disburse such amount (up to the interest rate applicable thereto amount of such Failed Loan) to the Company or, if the Administrative Agent has previously made such amount available to the Company on behalf of such Lender pursuant to the provisions hereof, reimburse itself (up to the amount of the amount made available to the Company); provided, however, that the Administrative Agent shall have no obligation to disburse any such amount to the Company or otherwise apply it or deem it applied as provided herein unless the Administrative Agent shall have determined in its sole discretion that to so disburse such amount will not violate any law, rule, regulation or requirement applicable to the Administrative Agent. Upon any such disbursement by the Administrative Agent, such Lender shall be deemed to have made a Base Rate Loan to the Company in satisfaction, to the extent thereof, of such Lender’s obligation to make the Failed Loan. In the event any amounts remain after application pursuant to the first sentence of this Section 2.082.04(e), such amounts shall be applied in accordance with Section 2.20(c) hereto. If and during the time that a Failed Loan shall exist, the applicable Company shall have the right to terminate in full the Commitment of the Lender shall pay the Borrower the difference between causing such ratesFailed Loan as provided in Section 9.01(a).
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon its receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share Share (if any) of such Borrowing Borrowing, and such Notice of Borrowing shall not Borrowxxx xxall thereafter be revocable irrevocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this SectionSection 2.04) make available its share Share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders promptly available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in by subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share Share of such Borrowing, the Administrative Agent may assume that assumx xxxx such Lender has made such share Share available to the Administrative Agent on the date xxx xxte of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share Share available to the Administrative Agent, such Lender and the Borrower severally and not jointly agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.07 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Credit Agreement (FMC Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ratable share (if any) of such Borrowing and such Borrowing. Such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowers.
(b) Not later than 11:00 A.M. 12:00 Noon (California local timeEastern Time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in Pittsburgh, Pennsylvania, to the Administrative Agent at its address referred for payments specified in or pursuant to in Section 9.0111.
01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will shall promptly make the such funds so received from the Lenders available to the Borrower Borrowers on such date at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender received, prior to the date of any Borrowing Borrowing, notice from a Lender that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent mayand, in reliance upon such assumption, Administrative Agent may (but shall not be obligated to) make available to the Borrower Borrowers on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Borrowers severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date day such amount is made available to the Borrower Borrowers until the date day such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerBorrowers, a rate per annum equal to the higher of the Federal Funds Tranche A Interest Rate and the interest rate applicable thereto pursuant to Section 2.08 or Tranche B Interest Rate, as applicable, and (ii) in the case of such Lender, a rate per annum equal to (x) for each day from the day such amount is made available to the Borrowers to the third succeeding Business Day, inclusive, the Federal Funds RateRate for such day as determined by the Administrative Agent and (y) for each day thereafter until the day such amount is repaid to the Administrative Agent, the Base Rate for such day. If such Lender shall repay such corresponding amount to the Administrative Agent such corresponding amountAgent, such the amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at Each Lender's Tranche A Loans shall be evidenced by a single Tranche A Note, and each Lender's Tranche B Loans (if any) shall be evidenced by a single Tranche B Note, in each case payable to the Federal Funds Rate order of such Lender for the account of its Lending Office.
(e) Upon receipt of each Lender's Tranche A Note and the Federal Funds Rate is higher than the interest rate applicable thereto Tranche B Note pursuant to Section 2.083.01(b), the applicable Administrative Agent shall forward such Notes to such Lender. Each Lender shall pay record the Borrower date and amount of each Loan made by it and the difference between date and amount of each payment of principal made by the Borrowers with respect thereto, and may, in connection with any transfer or enforcement of either of its Notes, endorse on the schedule forming a part thereof appropriate notations to evidence the foregoing information with respect to the then outstanding Loans evidenced by such ratesNote; provided that neither the failure of any Lender to make any such recordation or endorsement nor any error therein shall affect the obligations of the Borrowers under any Financing Document. Each Lender is hereby irrevocably authorized by the Borrowers so to endorse each of its Notes and to attach to and make a part of such Note a continuation of any such schedule as and when required.
Appears in 1 contract
Samples: Debtor in Possession Credit Agreement (Mariner Post Acute Network Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt (or deemed receipt) of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such a Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local Eastern time) on the date of each a Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollarsthe Borrowing, in federal Federal or other funds immediately available funds, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III Section 3.03 has not been satisfied, the Administrative Agent will make disburse the funds so received from the Lenders available to an account designated by an Approved Officer of the Borrower at the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 P.M. (Eastern time) on the date of any a Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such the Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have made such payment within two Domestic Business Days of demand therefor, the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such the applicable Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan to be made by it as part of a Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make a Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower the difference between failure of any other Lender to make a Loan to be made by such ratesother Lender.
Appears in 1 contract
Samples: Term Loan Credit Agreement (Piedmont Natural Gas Co Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender participating therein of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) 1:00 P.M. on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.019.1. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.4 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.6 and (ii) in the case of such Lender, the greater of the Federal Funds RateRate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, plus any administrative, processing or similar fees customarily charged by the Administrative Agent in connection with the foregoing. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing or a Notice of Conversion/Continuation, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing or Notice of Conversion\Continuation shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.06(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date (and including the date) such amount is made available to the Borrower until to (but excluding) the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (dc) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Company or the relevant Borrower.
(b) Not later than 2:00 p.m., New York City time (or, if the applicable Notice of Borrowing is delivered to the Agent in London (in the case of Eurocurrency Loans in Designated Foreign Currencies only), 11:00 A.M. (California local a.m., London time) ), on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection paragraph (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal or other funds by wire transfer of immediately available funds, to the Administrative account of the Agent at its address referred most recently designated by it for such purpose by notice to in Section 9.01the Lenders. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative The Agent will make the funds so received from the Lenders available to the relevant Borrower at by remitting to such account as may be specified by the Administrative Agent's aforesaid address Company and consented to by the Agent (such consent not to be unreasonably withheld) and designated by the Borrower or placethe Company on behalf of the relevant Borrowing Subsidiary in the applicable Notice of Borrowing.
(c) If any Lender makes a new Loan hereunder on a day on which the a Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections paragraphs (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the such Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the such Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the greater of (x)(A) the Federal Funds Effective Rate, in the case of Loans denominated in US Dollars and (B) the rate reasonably determined by the Agent to be the cost to it of funding such amount, in the case of Loans denominated in a Designated Foreign Currency, and (y) a rate determined by the Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amountamount (prior to such Borrower’s having done so), such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If For the Borrower pays avoidance of doubt, interest paid by any Lender under this subsection (dSection 2.03(d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between not be included in such ratesLender’s Loan or be otherwise considered a Borrowing.
Appears in 1 contract
Samples: Credit Agreement (DOVER Corp)
Notice to Lenders; Funding of Loans. (a1) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b2) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place.
(c3) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d4) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Short Term Credit Agreement (Park Place Entertainment Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Revolving Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Revolving Borrowing and such Notice of Revolving Borrowing shall not thereafter be revocable by the Borrower.
(b) Not Before the later than 11:00 A.M. of 12:00 Noon (California local New York City time) or three hours after the receipt of a Borrowing Request on the date of each Revolving Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before 12:00 Noon (New York City time) on the date of any Revolving Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of any such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.05(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have done so within five Domestic Business Days of demand therefor by the Borrower severally agree Administrative Agent, the Borrower, each agrees to repay pay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Revolving Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under Nothing in this subsection (dc) at shall relieve any Lender of its obligation to make Loans in accordance with the Federal Funds Rate terms and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable conditions of this Agreement or relieve any Lender shall pay the Borrower the difference between from responsibility for default by it in such ratesobligation.
Appears in 1 contract
Samples: Credit Agreement (Marathon Oil Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof thereof, and of such Lender's share (if any) of such Borrowing and such the Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local timePrevailing Eastern Time) on the date of each Borrowing, if such Borrowing is to be made in DollarsDrawdown Date, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share the amount of such Borrowing in Dollarsthe Loan(s) to be made by it, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing Drawdown Date that such Lender will not make available to the Administrative Agent the amount of such Lender's share of such BorrowingLoan(s), the Administrative Agent may assume that such Lender has made such share amount available to the Administrative Agent on the date of such Borrowing Drawdown Date in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share amount available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and 2.06 or (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing Loan(s) for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.14, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.082.06, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Short Term Credit Agreement (Park Place Entertainment Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Revolver Lender or Term Lender, as applicable, of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.0110.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, as determined by the Administrative Agent in accordance with Article 3, the Administrative Agent will make the funds so received from the Lenders immediately available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan or L/C Borrowing from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed by the Borrower and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b)) of this Section, or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.11, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing (or, in the case of a Base Rate Borrowing, prior to Noon (New York City time) on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.03 and the Administrative Adminis- trative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08shall have repaid such corresponding amount of such Lender, the applicable such Lender shall pay reimburse the Borrower for any loss on account thereof incurred by the difference between such ratesBorrower. Nothing contained in the foregoing shall be construed as relieving a Lender of its obligation to fund a Loan when required under the terms of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Qwest Communications International Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing from the Borrower in accordance with Section 2.3, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (’s share, if any) , of such Borrowing Borrowing, and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrower unless the Borrower shall pay any applicable expenses pursuant to Section 2.10.
(b) Not later than 11:00 A.M. (California local time) 2:00 P.M. on the date of each Borrowing as indicated in the applicable Notice of Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds Yen immediately available in Tokyo, Japan to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place9.1.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.4 and the Administrative Agent may, in reliance upon such assumption, but shall not be obligated to, make available to the Borrower on such date a corresponding amountamount on behalf of such Lender. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case rate of the Borrower, a rate per annum equal interest applicable to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds RateBorrowing hereunder. If such Lender shall repay pay to the Administrative Agent such corresponding amount, such amount so repaid paid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If such Lender shall not pay to Administrative Agent such corresponding amount after reasonable attempts are made by Administrative Agent to collect such amounts from such Lender, the Borrower pays agrees to repay to Administrative Agent within one Business Day of demand such corresponding amount together with interest under this subsection (d) thereon at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to the relevant Borrowing, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to Administrative Agent. Nothing contained in this Section 2.082.4(c) shall be deemed to reduce any obligation of any Lender to fund a Loan or in any way affect the rights of the Borrower with respect to any defaulting Lender. The failure of any Lender to make available to Administrative Agent such Lender’s share of any Borrowing in accordance with Section 2.4(b) shall not relieve any other Lender of its obligation to fund any Loan in accordance with the provisions hereof.
(d) Subject to the provisions hereof, Administrative Agent shall make available each Borrowing to the Borrower in Yen immediately available in accordance with, and on the date set forth in, the applicable Lender shall pay the Borrower the difference between such ratesNotice of Borrowing.
Appears in 1 contract
Samples: Term Loan Agreement (Prologis, L.P.)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the relevant Class of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender of the relevant Class participating therein shall (except as provided in subsection (c) make the amount of this Section) make available its share of such Borrowing available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Dollars, or pursuant to Section 10.01 in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01Agent. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will shall make the such aggregate funds so received from the Lenders available to the Borrower at by depositing the proceeds thereof, in like funds as received by the Administrative Agent's aforesaid address or place, in the account of the Borrower with the Administrative Agent for value on the date of such Borrowing.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender of the relevant Class prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and the Administrative Agent does, in such circumstances, make available to the extent that Borrower such amount, such Lender shall not have so made within three Business Days following such Borrowing make such share available to the Administrative Agent, together with interest thereon for each day from and including the date of such Lender and Borrowing that such share was not made available, calculated by the Borrower severally agree Administrative Agent to repay reflect its cost of funds. If such amount is so made available, such payment to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in ’s share of such Borrowing for all purposes of this Agreement. If such amount is not so made available to the Administrative Agent, then the Administrative Agent shall on the third Business Day following such Borrowing notify the Borrower pays of such failure and on the fourth Business Day following the date of such Borrowing, the Borrower shall pay to the Administrative Agent such share, together with interest under thereon for each day that the Borrower had the use of such share, calculated by the Administrative Agent to reflect its cost of funds. Nothing contained in this subsection (c) shall relieve any Lender which has failed to make available its share of any Borrowing hereunder from its obligation to do so in accordance with the terms hereof.
(d) at The failure of any Lender to make available to the Federal Funds Rate and Administrative Agent its share of any Borrowing on the Federal Funds Rate is higher than date of such Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make available to the interest rate applicable thereto pursuant to Section 2.08Administrative Agent its share of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make available the difference between share of any Borrowing to be made available by such ratesother Lender on such date of Borrowing.
Appears in 1 contract
Samples: Facility Agreement (Praxair Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Multi Year Credit Agreement (Park Place Entertainment Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerCompany.
(b) Not later than 11:00 A.M. 3:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.0111.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower Company at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing (or prior to 3:00 P.M. (New York City time) on the date of any Base Rate Borrowing) that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Company until the date such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerCompany, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, Borrowing the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local Chicago time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in San Francisco, California, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan Loans are to be made hereunder on a day on which the Borrower is to prepay or repay all or any part of an outstanding Loan from such LenderLoans, such Lender the Lenders shall apply the proceeds of its the new Loan Loans to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being prepaid or repaid shall be made available by such Lender the Lenders to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be. In such case, the incurrence of such new Loans and the prepayment or repayment of such outstanding Loans shall be deemed to have occurred simultaneously.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Effective Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.06 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If The failure of any Lender to make available to the Borrower pays interest under this subsection Administrative Agent such Lender’s share of the Borrowing hereunder shall not relieve any other Lender of its obligation to fund its own share of such Borrowing; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make its Loan hereunder.
(d) at Notwithstanding the foregoing, any Lender may, upon notice to the Administrative Agent, elect to make its share of a Borrowing on the applicable date for a Borrowing directly to the Borrower in Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto or other immediately available funds in New York City at its address specified in or pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates9.01.
Appears in 1 contract
Samples: 364 Day Senior Unsecured Term Loan Credit Agreement (Consolidated Edison Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing Borrowing, and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall:
(A) if such Borrowing is to be made in U.S. Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsU.S. Dollars not later than 12:00 Noon (New York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01; or
(B) if such Borrowing is to be made in Euros, make available its share of such Borrowing in Euros (in such funds as may then be customary for the settlement of international transactions in Euros) to the account of the Administrative Agent at such time and place as shall have been notified by the Administrative Agent to the Lenders by at least four Euro-Currency Business Days' notice. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to (x) in the case of a U.S. Dollar-Denominated Borrowing, the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.05 and (iiy) in the case of a Borrowing of Loans denominated in Euros, the interest rate applicable to such Borrowing pursuant to Section 2.05 and (ii) if such amount is repaid by such Lender, the Federal Funds RateRate (if such Borrowing is denominated in U.S. Dollars) or the applicable Adjusted London Interbank Offered Rate (if such Borrowing is denominated in Euros). If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If The Administrative Agent shall be entitled to recover any and all actual losses and damages (including, without limitation, reasonable attorneys’ fees) from any Lender failing to so repay upon demand of the Borrower pays interest Administrative Agent. The Administrative Agent may set off the obligations of a Lender under this subsection paragraph against any distributions or payments in respect of the Loans which the Administrative Agent would otherwise make available to such Lender at any time.
(d) at To the Federal Funds Rate extent and during the Federal Funds Rate is higher than time period in which any Lender fails to provide or delays in providing its respective payment to the interest rate applicable thereto Administrative Agent pursuant to Section 2.08clause (b) or (c) above with respect to Revolving Loans of any Class, such Lender’s percentage of all payments in respect of Revolving Loans of such Class (but not its Revolving Commitment of such Class with respect to future Borrowings of such Class) shall decrease to reflect the applicable Lender shall pay actual percentage which its actual Revolving Credit Exposure of such Class bears to the Borrower the difference between aggregate Revolving Credit Exposures of such ratesClass of all Lenders.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender participating therein of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.019.1. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.4 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.6 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's Agents aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing (or, in the case of a Base Rate Borrowing, prior to 2:00 P.M. (New York City time) on the date of such Borrowing) that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have done so within five Domestic Business Days of demand therefor by the Administrative Agent, the Borrower severally agree agrees to repay pay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.07 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under Nothing in this subsection (dc) at shall relieve any Lender of its obligation to make Loans in accordance with the Federal Funds Rate terms and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable conditions of this Agreement or relieve any Lender shall pay the Borrower the difference between from responsibility for default by it in such ratesobligation.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing or a Notice of Conversion\Continuation, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing or Notice of Conversion\Continuation shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.06(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date (and including the date) such amount is made available to the Borrower until to (but excluding) the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (dc) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsDollars not later than 12:00 noon (New York City time), in federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition office specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available or pursuant to the Borrower at the Administrative Agent's aforesaid address or placeSection 10.01.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.07 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: 364 Day Credit Agreement (Estee Lauder Companies Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the applicable Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollarsdollars not later than 12:00 Noon (New York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition office specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available or pursuant to the Borrower at the Administrative Agent's aforesaid address or placeSection 10.01.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the applicable Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the applicable Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.07 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) Participation Percentage of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) shall, to the extent such Lender has not already funded its Participation Percentage of this Section) the corresponding unreimbursed Drawing being converted into Loans pursuant to Section 2.04(c), make available its share Participation Percentage of such Borrowing in DollarsBorrowing, in federal or other funds immediately available funds, to the Administrative Agent at its address referred the Administrative Agent's Payment Office not later than 3:00 p.m. (New York City time) on the date notice is received from the Administrative Agent pursuant to in Section 9.01paragraph (a) above (if such notice is received at or prior to 1:30 p.m. (New York City time)) or not later than 12:00 noon (New York City time) on the Business Day following such notice (if such notice is received after 1:30 p.m. (New York City time)). Unless the Administrative Agent determines that any applicable condition specified in Article III Section 6.03 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available shall be paid on the date of such Borrowing (i) in the case of a Borrowing under Section 3.01(a), to the Borrower at Issuing Bank on behalf of the Issuer of the then outstanding unreimbursed Drawing and (ii) in the case of a Borrowing under Section 3.01(f), to the Issuer by transfer to the Issuer's account with the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part . Upon receipt of an outstanding Loan from such Lenderfunds, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower shall promptly pay such funds to the Administrative Agent as provided in Section 2.17Issuing Bank or to the Issuer, as the case may be.
(dc) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share Participation Percentage of such Borrowing, the Administrative Agent may assume that such Lender has made such share its Participation Percentage available to the Administrative Agent on the date of such Borrowing in accordance with subsections paragraph (b) and (c) of this Section 2.06 above and the Administrative Agent maymay (but shall not be required to do so), in reliance upon such assumption, make available to the Borrower Issuing Bank or the Issuer, as the case may be, on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until Administrative Agent on a date after the date on which the Administrative Agent pays the proceeds of the Borrowing to the Issuing Bank or the Issuer, as the case may be, such Lender shall pay to the Administrative Agent on demand interest on such amount at the Federal Funds Rate for the period from the date of such payment until such amount is repaid made available to the Administrative Agent. If such amount is not made available to the Administrative Agent within five Business Days after the date of such payment, the Issuer agrees to pay such amount to the Administrative Agent together with interest thereon from the date of such payment at (i) in the case of the Borrower, a rate per annum equal to the higher Federal Funds Rate plus 2%; provided, however, that in the case of a Borrowing under Section 3.01(a), if the Issuer fails to pay such amount to the Administrative Agent within five Business Days after demand, the Issuing Bank will return to the Administrative Agent the funds made available to it together with interest thereon at the Federal Funds Rate and from the interest rate applicable thereto pursuant date of payment to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rateit. If such Lender shall repay pay to the Administrative Agent such corresponding amount, such amount so repaid paid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest Nothing contained in this paragraph (c) shall be construed to excuse any Lender from performing its obligations under this subsection Agreement or to relieve any Lender from any liability it may have to the Issuing Bank or the Issuer for any default by such Lender in the performance of its obligations hereunder. Upon receipt of such funds, the Administrative Agent shall promptly pay such funds to the Issuing Bank or the Issuer, as the case may be.
(d) If and to the extent that any Lender is a Defaulting Lender, the provisions of paragraphs (a), (b) and (e) of Section 2.06 shall apply and (i) the Issuing Bank shall be entitled to receive all payments which the Defaulting Lender would otherwise have received in respect of its unfunded Participation Percentage of the Loans, (ii) the Arrangers, at the request of the Issuer, may seek one or more Substitute Lenders willing to assume the Commitment of the Defaulting Lender and to become an Assignee of such Defaulting Lender in accordance with the provisions of Section 16.06(b) and (iii) the Issuer shall reimburse the Issuing Bank as provided in paragraph (e) of Section 2.06 without releasing the Defaulting Lender from any liability to the Issuer for the default in the performance of its obligations hereunder.
(e) All Loans made to the Issuer shall be deemed made as of the relevant Disbursement Date. If for any reason a Lender does not fund any Loan to be made by it under Section 3.01(a) on such Disbursement Date (because notice from the Administrative Agent was received after 1:30 p.m. (New York City time) on such date or for any other reason) and the Administrative Agent does not make the corresponding funds available to the Issuing Bank pursuant to paragraph (c), such Lender shall also pay interest to the Administrative Agent for the account of the Issuing Bank on its Participation Percentage of the unreimbursed Drawing accrued from the Disbursement Date to the date of payment by such Lender at the Federal Funds Rate and Rate; provided, however, that if the Federal Funds Rate is higher than does not cover the interest rate applicable thereto pursuant to Section 2.08Issuing Bank's cost of funds, the applicable rate of interest shall be such rate as determined by the Issuing Bank, in good faith, to be equal to its cost of funds; and provided, further, however, that if any such amount remains unpaid by any Lender for more than five Business Days after the Disbursement Date, such Lender shall, commencing on the day next following such fifth Business Day, pay interest to the Administrative Agent for the account of the Issuing Bank at a rate per annum equal to the Federal Funds Rate plus 2%. Upon receipt of any such funds, the Administrative Agent shall promptly pay such funds to the Borrower the difference between such ratesIssuing Bank.
Appears in 1 contract
Samples: Reimbursement and Credit Agreement (Cemex Sa De Cv)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Promptly after receiving the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in DollarsClosing Date, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.06 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If The failure of any Lender to make the Borrower pays interest under this subsection (d) at Borrowing hereunder shall not relieve any other Lender of its obligation to fund such Borrowing; provided that the Federal Funds Rate Commitments of the Lenders are several and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable no Lender shall pay the Borrower the difference between such ratesbe responsible for any other Lender’s failure to make its Loan hereunder.
Appears in 1 contract
Samples: Credit Agreement (Consolidated Edison Co of New York Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Promptly after receiving the Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in DollarsClosing Date, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.06 and (ii) in the case of if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If The failure of any Lender to make available to the Borrower pays interest under this subsection Administrative Agent such Lender’s share of the Borrowing hereunder shall not relieve any other Lender of its obligation to fund its own share of such Borrowing; provided that the Commitments of the Lenders are several and no Lender shall be responsible for any other Lender’s failure to make its Loan hereunder.
(d) at Notwithstanding the foregoing, any Lender may, upon notice to the Administrative Agent, elect to make its share of a Borrowing on the Closing Date directly to the Borrower in Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto or other immediately available funds in New York City at its address specified in or pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates9.01.
Appears in 1 contract
Samples: 364 Day Senior Unsecured Term Loan Credit Agreement (Consolidated Edison Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt (or deemed receipt) of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local Eastern time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal or other funds immediately available funds, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make disburse the funds so received from the Lenders available to an account designated by an Approved Officer of the Borrower; provided that to the Borrower at the Administrative Agent's aforesaid address extent that all or place.
(c) If any Lender makes a new portion of such Borrowing is to be applied to a Reimbursement Obligation or a Swingline Loan hereunder on a day on which of the Borrower is to repay all or any part of an outstanding Loan from such Lenderas contemplated by Sections 2.02 and 2.18(h), such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower shall distribute to the Administrative Agent as provided in Section 2.17applicable Issuing Lender or the Swingline Lender, as the case may be, the appropriate portion of such funds.
(dc) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 P.M. (Eastern time) on the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have made such payment within two Domestic Business Days of demand therefor, the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make the Federal Funds Rate and Loan to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make a Loan on the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower the difference between failure of any other Lender to make a Loan to be made by such ratesother Lender.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing or a Notice of Conversion\Continuation, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing or Notice of Conversion\Continuation shall not thereafter be revocable by the BorrowerBorrowers.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollarsthe case of any Loan denominated in Dollars and not later than the Applicable Time specified by the Administrative Agent on the date of each Borrowing in the case of any Loan in an Alternative Currency, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsDollars or the applicable Alternative Currency, in federal or other funds immediately available to the Administrative Agent at its address referred provided pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower Borrowers at the Administrative Agent's ’s aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Eurocurrency Loans (or, in the case of any Base Rate Loans, prior to 9:00 A.M. (California local time) on the date of such Base Rate Loan) that such Lender will not make available to the Administrative Agent such Lender's Lexxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender has Lexxxx xas made such share available to the Administrative Agent on the such date of such Borrowing in accordance with subsections (band at the time required by Section 2.07(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date Borrowers a corresponding amount. If and to In such event, if a Lender has not in fact made its share of the extent that such Lender shall not have so made such share applicable Borrowing available to the Administrative Agent, such then the applicable Lender and the Borrower Borrowers severally agree to repay pay to the Administrative Agent forthwith on demand such corresponding amount together in immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower until Borrowers to but excluding the date such amount is repaid of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the Borrower, a rate per annum equal to the higher greater of the Federal Funds Rate and a rate determined by the interest rate applicable thereto pursuant to Section 2.08 Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of such Lendera payment to be made by the Borrowers, the Federal Funds Rateinterest rate applicable to Base Rate Loans. If the Borrowers and such Lender shall pay interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrowers the amount of such interest paid by the Borrowers for such period. If such Lender shall repay pays its share of the applicable Borrowing to the Administrative Agent such corresponding amountAgent, such then the amount so repaid paid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this AgreementBorrowing. If Any payment by the Borrower pays interest under this subsection (d) at Borrowers shall be without prejudice to any claim the Federal Funds Rate and Borrowers may have against a Lender that shall have failed to make such payment to the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such ratesAdministrative Agent.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) Participation Percentage of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) shall, to the extent such Lender has not already funded its Participation Percentage of this Section) the corresponding unreimbursed Drawing being converted into Loans pursuant to Section 2.04(c), make available its share Participation Percentage of such Borrowing in DollarsBorrowing, in federal or other funds immediately available funds, to the Administrative Agent at its address referred the Administrative Agent's Payment Office not later than 3:00 p.m. (New York City time) on the date notice is received from the Administrative Agent pursuant to in Section 9.01paragraph (a) above (if such notice is received at or prior to 1:30 p.m. (New York City time)) or not later than 12:00 noon (New York City time) on the Business Day following such notice (if such notice is received after 1:30 p.m. (New York City time)). Unless the Administrative Agent determines that any applicable condition specified in Article III Section 6.03 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available shall be paid on the date of such Borrowing (i) in the case of a Borrowing under Section 3.01(a), to the Borrower at Issuing Bank on behalf of the Issuer of the then outstanding unreimbursed Drawing and (ii) in the case of a Borrowing under Section 3.01(f), to the Issuer by transfer to the Issuer's account with the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part . Upon receipt of an outstanding Loan from such Lenderfunds, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower shall promptly pay such funds to the Administrative Agent as provided in Section 2.17Issuing Bank or to the Issuer, as the case may be.
(dc) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share Participation Percentage of such Borrowing, the Administrative Agent may assume that such Lender has made such share its Participation Percentage available to the Administrative Agent on the date of such Borrowing in accordance with subsections paragraph (b) and (c) of this Section 2.06 above and the Administrative Agent maymay (but shall not be required to do so), in reliance upon such assumption, make available to the Borrower Issuing Bank or the Issuer, as the case may be, on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until Administrative Agent on a date after the date on which the Administrative Agent pays the proceeds of the Borrowing to the Issuing Bank or the Issuer, as the case may be, such Lender shall pay to the Administrative Agent on demand interest on such amount at the Federal Funds Rate for the period from the date of such payment until such amount is repaid made available to the Administrative Agent. If such amount is not made available to the Administrative Agent within five Business Days after the date of such payment, the Issuer agrees to pay such amount to the Administrative Agent together with interest thereon from the date of such payment at (i) in the case of the Borrower, a rate per annum equal to the higher Federal Funds Rate plus 2.00%; provided, however, that in the case of a Borrowing under Section 3.01(a), if the Issuer fails to pay such amount to the Administrative Agent within five Business Days after demand, the Issuing Bank will return to the Administrative Agent the funds made available to it together with interest thereon at the Federal Funds Rate and from the interest rate applicable thereto pursuant date of payment to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rateit. If such Lender shall repay pay to the Administrative Agent such corresponding amount, such amount so repaid paid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest Nothing contained in this paragraph (c) shall be construed to excuse any Lender from performing its obligations under this subsection Agreement or to relieve any Lender from any liability it may have to the Issuing Bank or the Issuer for any default by such Lender in the performance of its obligations hereunder. Upon receipt of such funds, the Administrative Agent shall promptly pay such funds to the Issuing Bank or the Issuer, as the case may be.
(d) If and to the extent that any Lender is a Defaulting Lender, the provisions of paragraphs (a), (b) and (e) of Section 2.06 shall apply and (i) the Issuing Bank shall be entitled to receive all payments which the Defaulting Lender would otherwise have received in respect of its unfunded Participation Percentage of the Loans, (ii) the Arrangers, at the request of the Issuer, may seek one or more Substitute Lenders willing to assume the Commitment of the Defaulting Lender and to become an Assignee of such Defaulting Lender in accordance with the provisions of Section 16.06(b) and (iii) the Issuer shall reimburse the Issuing Bank as provided in paragraph (e) of Section 2.06 without releasing the Defaulting Lender from any liability to the Issuer for the default in the performance of its obligations hereunder.
(e) All Loans made to the Issuer shall be deemed made as of the relevant Disbursement Date. If for any reason a Lender does not fund any Loan to be made by it under Section 3.01(a) on such Disbursement Date (because notice from the Administrative Agent was received after 1:30 p.m. (New York City time) on such date or for any other reason) and the Administrative Agent does not make the corresponding funds available to the Issuing Bank pursuant to paragraph (c), such Lender shall also pay interest to the Administrative Agent for the account of the Issuing Bank on its Participation Percentage of the unreimbursed Drawing accrued from the Disbursement Date to the date of payment by such Lender at the Federal Funds Rate and Rate; provided, however, that if the Federal Funds Rate is higher than does not cover the interest rate applicable thereto pursuant to Section 2.08Issuing Bank's cost of funds, the applicable rate of interest shall be such rate as determined by the Issuing Bank, in good faith, to be equal to its cost of funds; and provided, further, however, that if any such amount remains unpaid by any Lender for more than five Business Days after the Disbursement Date, such Lender shall, commencing on the day next following such fifth Business Day, pay interest to the Administrative Agent for the account of the Issuing Bank at a rate per annum equal to the Federal Funds Rate plus 2%. Upon receipt of any such funds, the Administrative Agent shall promptly pay such funds to the Borrower the difference between such ratesIssuing Bank.
Appears in 1 contract
Samples: Reimbursement and Credit Agreement (Cemex Sa De Cv)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, Borrowing the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local Chicago time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, (i) each Lender participating therein shall (except as provided in subsection (c) of this SectionSection 2.3) make available its share of such Borrowing in Dollarsto be made on such date, in federal funds immediately available, to the Administrative Agent at its address specified in or other pursuant to Section 9.1 and (ii) the Swingline Lender shall make available the Swingline Loans to be made on such date, in funds immediately available to the Administrative Agent at its address referred specified in or pursuant to in Section 9.019.1. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders and the Swingline Lender available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan Loans are to be made hereunder on a day on which the Borrower is to prepay or repay all or any part of an outstanding Loan from such LenderLoans, such Lender the Lenders shall apply the proceeds of its the new Loan Loans to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being prepaid or repaid shall be made available by such Lender the Lenders to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be. In such case, the incurrence of such new Loans and the prepayment or repayment of such outstanding Loans shall be deemed to have occurred simultaneously.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.3 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.6 and (ii) in the case of such Lender, the Federal Funds Effective Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) Share of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share Share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.0110.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders promptly available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be.
(d) Except as specifically provided in Section 8.01 to the contrary, each Notice of Borrowing shall be irrevocable and binding on the Borrower. In the case of any Borrowing which the related Notice of Borrowing specifies is to be comprised of Euro-Dollar Loans, the Borrower shall indemnify each Lender against any loss, cost or expense incurred by such Lender as a result of any failure to fulfill on or before the date specified in such Notice of Borrowing for such Borrowing the applicable condition set forth in Article III, including, without limitation, any loss (including loss of anticipated profits), cost or expense incurred by reason of the liquidation or reemployment of deposits or other funds acquired by such Lender to fund the Loan to be made by such Lender as part of such Borrowing when such Loan, as a result of such failure, is not made on such date.
(e) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share Share of such Borrowing, which failure may constitute a breach of such Lender's obligations under this Agreement, the Administrative Agent may assume that such Lender has made such share portion available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant at the time to Section 2.08 Loans comprising such Borrowing and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in as part of such Borrowing for purposes of this Agreement. If .
(f) The failure of any Lender to make the Borrower pays interest under this subsection (d) at Loan to be made by it as part of any Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make the difference between Loan to be made by such ratesother Lender on the date of any Borrowing.
Appears in 1 contract
Samples: Credit Agreement (Massey Energy Co)
Notice to Lenders; Funding of Loans. (a) Upon receipt (or deemed receipt) of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such a Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local Eastern time) on the date of each a Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollarsthe Borrowing, in federal Federal or other funds immediately available funds, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III Section 3.03 has not been satisfied, the Administrative Agent will make disburse the funds so received from the Lenders available to an account designated by an Approved Officer of the Borrower at the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 P.M. (Eastern time) on the date of any a Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such the Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have made such payment within two Domestic Business Days of demand therefor, the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such the Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan to be made by it as part of a Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make a Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower the difference between failure of any other Lender to make a Loan to be made by such ratesother Lender.
Appears in 1 contract
Samples: Term Loan Credit Agreement (Duke Energy Progress, Llc.)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing from any Borrower in accordance with Section 2.2 hereof, the Administrative Agent shall promptly shall, on the date such Notice of Borrowing is received by Administrative Agent, notify each Lender of the contents thereof and of such Lender's ’s share of such Borrowing, of the interest rate determined pursuant thereto and of the Interest Period(s) (if anydifferent from those requested by such Borrower) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the such Borrower, unless such Borrower shall pay any applicable expenses pursuant to Section 2.11.
(b) Not later than 11:00 A.M. (California local time) 2:00 P.M. on the date of each Borrowing as indicated in the applicable Notice of Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds Yen immediately available in Tokyo, Japan, to the Administrative Agent at its address referred to in Section 9.019.1. Unless If any Borrower has requested the Administrative Agent determines that any applicable condition specified issuance of a Letter of Credit, no later than 1:00 P.M. on the date of such issuance as indicated in Article III has not been satisfiedthe notice delivered pursuant to Section 2.2(b), the Fronting Lender shall issue such Letter of Credit in the amount so requested and deliver the same to the applicable Borrower, with a copy thereof to Administrative Agent. Immediately upon the issuance of each Letter of Credit by the Fronting Lender, the Fronting Lender shall be deemed to have sold and transferred to each other Lender, and each other Lender shall be deemed, and hereby agrees, to have irrevocably and unconditionally purchased and received from the Fronting Lender, without recourse or warranty, an undivided interest and a participation in such Letter of Credit, any drawing thereunder, and its obligation to pay its Pro Rata Share with respect thereto, and any security therefor or guaranty pertaining thereto, in an amount equal to such Lender’s ratable share thereof. Upon any change in any of the Commitments in accordance herewith, there shall be an automatic adjustment to such participations to reflect such changed shares. The Fronting Lender shall have the primary obligation to fund any draws made with respect to such Letter of Credit notwithstanding any failure of a participating Lender to fund its ratable share of any such draw. Administrative Agent will instruct the Fronting Lender to make the funds so received from the Lenders such Letter of Credit available to the Borrower applicable Borrower, and the Fronting Lender shall make such Letter of Credit available to the applicable Borrower, at the Administrative Agent's its aforesaid address or placeat such address in Japan as such Borrower shall request on the date of the issuance.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's Lxxxxx’s share of such Borrowing, the Administrative Agent may assume that such Lender Lxxxxx has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.3 and the Administrative Agent may, in reliance upon such assumption, but shall not be obligated to, make available to the applicable Borrower on such date a corresponding amountamount on behalf of such Lender. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree Lxxxxx agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the applicable Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case rate of the Borrower, a rate per annum equal interest applicable to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds RateBorrowing hereunder. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If such Lender shall not pay to Administrative Agent such corresponding amount after reasonable attempts are made by Administrative Agent to collect such amounts from such Lender, the applicable Borrower pays agrees to repay to Administrative Agent within one Business Day of the demand such corresponding amount together with interest under this subsection (d) thereon at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to the relevant Borrowing, for each day from the date such amount is made available to such Borrower until the date such amount is repaid to Administrative Agent. Nothing contained in this Section 2.082.3(c) shall be deemed to reduce the Commitment of any Lender or in any way affect the rights of any Borrower with respect to any Defaulting Lender or Administrative Agent. The failure of any Lender to make available to Administrative Agent such Lxxxxx’s share of any Borrowing in accordance with Section 2.3(b) hereof shall not relieve any other Lender of its obligations to fund its Commitment, in accordance with the provisions hereof.
(d) Subject to the provisions hereof, Administrative Agent shall make available each Borrowing to the applicable Borrower in Yen immediately available in accordance with, and on the date set forth in, the applicable Lender shall pay the Borrower the difference between such ratesNotice of Borrowing.
Appears in 1 contract
Notice to Lenders; Funding of Loans. >
(a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender participating therein of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.019.1. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.4 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.6 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender participating therein prompt notice of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 p.m. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.019.02. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of a payment made by a Lender, at the Borrower, greater of the NYFRB Rate and a rate per annum equal to determined by the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of such Lendera payment made by the Borrower, at the Federal Funds Rateinterest rate applicable to Base Rate Loans. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan required to be made by it as part of any Borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower failure of any other Lender to make the difference between Loan to be made by such ratesother Lender on the date of the Borrowing.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a notice from Borrowers in accordance with Section 2.2 hereof (each such notice being a “Notice of Committed Borrowing”), the Administrative Agent shall promptly shall, on the date such Notice of Committed Borrowing is received by the Administrative Agent, notify each Lender of the contents thereof and of such Lender's ’s share of such Borrowing, of the interest rate determined pursuant thereto and the Interest Period(s) (if anydifferent from those requested by the Borrowers) of such Borrowing and (unless such Notice of Committed Borrowing is for the issuance of a Letter of Credit) such Notice of Committed Borrowing shall not thereafter be revocable by the BorrowerBorrowers, except as is otherwise specifically provided for in this Agreement.
(b) Not later than 11:00 A.M. 1:00 p.m. (California local New York, New York time) on the date of each Borrowing as indicated in the Notice of Committed Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) with respect to Notices of this SectionCommitted Borrowing for issuances of Letters of Credit) make available its share of such Borrowing in Dollars, in federal or other Federal funds immediately available in New York, New York, to the Administrative Agent at its address referred to in Section 9.019.1. If Borrowers have requested the issuance of a Letter of Credit, no later than 12:00 Noon (New York, New York time) on the date of such issuance as indicated in the Notice of Committed Borrowing, Fronting Lender shall issue such Letter of Credit in the amount so requested and deliver the same to Borrower, with a copy thereof to the Administrative Agent. Immediately upon the issuance of each Letter of Credit by Fronting Lender, such Fronting Lender shall be deemed to have sold and transferred to each other Lender, and each such other Lender shall be deemed to, and hereby agrees to, have irrevocably and unconditionally purchased and received from Fronting Lender, without recourse or warranty, an undivided interest and a participation in such Letter of Credit, any drawing thereunder, and the obligations of Borrowers hereunder with respect thereto, and any security therefor or guaranty pertaining thereto, in an amount equal to such Lender’s ratable share thereof (based upon the ratio its Commitment bears to the aggregate of all Commitments). Upon any change in any of the Commitments in accordance herewith, there shall be an automatic adjustment to such participations to reflect such changed shares. The applicable Fronting Lender shall have the primary obligation to fund any and all draws made with respect to such Letter of Credit notwithstanding any failure of a participating Lender to fund its ratable share of any such draw. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will instruct the applicable Fronting Lender to make the funds so received from the Lenders such Letter of Credit available to the Borrower Borrowers and such Fronting Lender shall make such Letter of Credit available to the Borrowers at the Administrative Agent's Borrowers’ aforesaid address or placeon the date of the issuance of such Letter of Credit. Without in any way implying a right of Fronting Lender not to issue a Letter of Credit as provided for herein, if a Fronting Lender shall fail to issue a Letter of Credit (notwithstanding that the applicable conditions specified in Article III have been satisfied), the Borrowers may designate a substitute Fronting Lender, provided that the notice periods set forth in Section 2.2(b) above shall begin anew.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.3 and the Administrative Agent may, in reliance upon such assumption, but shall not be obligated to, make available to the Borrower Borrowers on such date a corresponding amountamount on behalf of such Lender. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and, without prejudice with respect to its rights and remedies against such Lender, the Borrower Borrowers, severally agree to repay to the Administrative Agent forthwith on demand Agent, within one (1) Domestic Business Day following receipt of demand, such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Borrowers until the date such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerBorrowers, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.6 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If at any time, any Lender shall fail to make available to the Borrower pays Administrative Agent such Lender’s share of any such Borrowing, as provided for in this Section 2.3(c), the Borrowers shall have the right, upon five (5) Domestic Business Day’s notice to the Administrative Agent to either (x) cause a bank, reasonably acceptable to the Administrative Agent, to offer to purchase the Commitments of such Lender for an amount equal to such Lender’s outstanding Committed Loans, and to become a Lender hereunder, which offer such Lender is hereby required to accept, or (y) to repay in full all Committed Loans then outstanding of such Lender, together with interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto all other amounts due thereon, upon which event, such Lender’s Commitment shall be deemed to be cancelled pursuant to Section 2.08, 2.11(c) and the applicable Lender Facility Amount shall pay the Borrower the difference between such ratesbe reduced by a corresponding amount.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of if such amount is repaid by the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.05 and (ii) in the case of ii if such amount is repaid by such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, the Borrower shall not be required to repay such amount and the amount so repaid by such Lender shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local timePrevailing Eastern Time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 4 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.11(a), as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and 2.07 or (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall make available its ratable share of such Borrowing:
(A) if such Borrowing is to be made in Dollars, each Lender participating therein shall not later than 2:00 P.M. (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsNew York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred New York Office; or
(B) if such Borrowing is to be made in Section 9.01an Alternative Currency, in such Alternative Currency (in such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Administrative Agent at its London Office. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfiedsatisfied or waived in accordance with Section 11.05, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at on the Administrative Agent's aforesaid address or placedate of each Borrowing as directed by the Borrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received at its New York Office notice from a Lender prior to the date (or in the case of a Base Rate Borrowing, prior to 2:00 P.M. (New York City time) on the date of such Borrowing) of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and (and, if such Lender shall not have paid such amount to the Borrower severally agree Administrative Agent within two Domestic Business Days of the Administrative Agent’s demand therefor, the Borrower) agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and (if such Borrowing is in Dollars) or the interest rate applicable thereto pursuant to Section 2.08 and London Interbank Offered Rate (ii) if such Borrowing is in the case of such Lender, the Federal Funds Ratean Alternative Currency). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) The failure of any Lender to make any Loan to be made by it on the date specified therefor shall not relieve any other Lender of any obligation to make a Loan on such date.
(e) Each Lender may, at its option, make any Loan available to any Borrower which is not organized under the Federal Funds Rate and laws of the Federal Funds Rate is higher than United States or any political subdivision thereof by causing any foreign or domestic branch or affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the interest rate applicable thereto pursuant obligation of such Borrower to Section 2.08, repay such Loan in accordance with the applicable Lender shall pay the Borrower the difference between such ratesterms of this Agreement.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the relevant Borrower.
(b) Not later than 1:00 pm New York City time (or, if the Notice of Borrowing is delivered or telecopied to the Agent in London (in the case of Eurocurrency Loans only), 11:00 A.M. (California local a.m., London time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal or other funds by wire transfer of immediately available funds, to the Administrative account of the Agent at its address referred most recently designated by it for such purpose by notice to in Section 9.01the Lenders. Unless the Administrative Agent determines that any applicable condition specified in Article III IV has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the relevant Borrower at the Administrative Agent's ’s aforesaid address or placesuch other location as may be specified by the Company and consented to by the Agent (such consent not to be unreasonably withheld) and designated by the Borrower or the Company on behalf of the relevant Borrowing Subsidiary in the applicable Notice of Borrowing.
(c) If any Lender makes a new Loan hereunder on a day on which the a Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the such Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the such Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the such Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the greater of (x)(A) the Federal Funds Effective Rate, in the case of Loans denominated in US Dollars and (B) the rate reasonably determined by the Agent to be the cost to it of funding such amount, in the case of Loans denominated in a Designated Foreign Currency, and (y) a rate determined by the Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amountamount (prior to such Borrower’s having done so), such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If For the Borrower pays avoidance of doubt, interest paid by any Lender under this subsection (dSection 2.03(d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between not be included in such ratesLender’s Loan or be otherwise considered a Borrowing.
Appears in 1 contract
Samples: Credit Agreement (Dover Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, not later than 12:00 Noon (New York City time), in federal Federal or other funds immediately available available, to the Administrative Agent at its address referred to in Section 9.0110.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Credit Agreement (Allergan Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender prompt notice of each such borrowing, specifying the contents thereof and relevant information including such Lender’s portion of such Lender's share borrowing (if any) of such Borrowing and such the date on which funds are to be made available. If a Notice of Borrowing shall not thereafter be revocable is revoked by the BorrowerCompany after receipt thereof by the Administrative Agent, the Company shall be subject to the provisions of Section 2.14.
(b) Not later than 11:00 A.M. 1:00 p.m. (California local New York time) (or, in the case of Base Rate Loans, 3:00 p.m. (New York time)) on the date of each Borrowing, if such Borrowing is specified by the Administrative Agent pursuant to be made in DollarsSection 2.04(a), each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing borrowing, in Dollars, in federal or other funds immediately available funds, to the Administrative Agent at its address referred to in Section 9.01Section 9.02. Unless (i) the Administrative Agent has not received a written Notice of Borrowing pursuant to Section 2.02 or 2.03(f) or (ii) the Administrative Agent determines that any applicable condition specified set forth in Article III Article 3 has not been satisfied, the amounts so received by the Administrative Agent will make the funds so received from the Lenders shall be made available immediately upon receipt to the Borrower Company by wire transfer in Dollars, in immediately available funds, to an account of the Company maintained at a financial institution located in the United States designated by the Company to the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender (x) not later than 3:00 p.m. (New York time) on the date of the borrowing, in the case of Base Rate Loans and (y) at least one Domestic Business Day prior to the date of the borrowing, in the case of any Borrowing other Loans, that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowingthe borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing the borrowing in accordance with subsections (b) and (csubsection (b) of this Section 2.06 Section 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Company until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If , and the Borrower pays interest under Company shall not be required to repay such amount pursuant to this subsection (c).
(d) The failure of any Lender to make a Loan required to be made by it as part of any borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the date of such borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of the borrowing.
(e) If any Lender (x) shall fail to make any Loan (the “Failed Loan”) which such Lender is otherwise obligated hereunder to make to the Company on the date of borrowing thereof and the Administrative Agent shall not have received notice from the Company or such Lender that any condition precedent to the making of the Failed Loan has not been satisfied or (y) is otherwise a Defaulting Lender, then, until such Lender shall have made or be deemed to have made (pursuant to the third to last sentence of this subsection (e)) the Failed Loan in full or the Administrative Agent shall have received notice from the Company or such Lender that any condition precedent to the Failed Loan was not satisfied at the Federal Funds Rate time the Failed Loan was to have been made or is no longer a Defaulting Lender, as applicable, whenever the Administrative Agent shall receive any amount from the Company for the account of such Lender, except as otherwise provided in Section 2.17(c), (i) the amount so received will, upon receipt by the Administrative Agent, be deemed to have been paid to the Lender in satisfaction of the obligation for which paid, without actual disbursement of such amount to the Lender, (ii) the Lender will be deemed to have made the same amount available to the Administrative Agent for disbursement as a Loan to the Company up to the amount of any Failed Loan and (iii) the Federal Funds Rate is higher than Administrative Agent will, accordingly, disburse such amount (up to the interest rate applicable thereto amount of such Failed Loan) to the Company or, if the Administrative Agent has previously made such amount available to the Company on behalf of such Lender pursuant to Section 2.08the provisions hereof, reimburse itself (up to the amount of the amount made available to the Company); provided, however, that the Administrative Agent shall have no obligation to disburse any such amount to the Company or otherwise apply it or deem it applied as provided herein unless the Administrative Agent shall have determined in its sole discretion that to so disburse such amount will not violate any law, rule, regulation or requirement applicable to the Administrative Agent. Upon any such disbursement by the Administrative Agent, such Lender shall be deemed to have made a Base Rate Loan to the Company in satisfaction, to the extent thereof, of such Lender’s obligation to make the Failed Loan. In the event any amounts remain after application pursuant to the first sentence of this Section 2.04(e), such amounts shall be applied in accordance with Section 2.17(c) hereto. If and during the time that a Failed Loan shall exist, the applicable Company shall have the right to terminate in full the Commitment of the Lender shall pay the Borrower the difference between causing such ratesFailed Loan as provided in Section 9.01(a).
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress; provided that Base Rate Loans made to finance the reimbursement of an LC Disbursement as provided in Section 2.17(e) shall be remitted by the Agent to the applicable Issuing Bank.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.04(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.09 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Credit Agreement (Aetna Inc /Pa/)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of BorrowingBorrowing or a Notice of Conversion\Continuation, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing or Notice of Conversion\Continuation shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollars, in federal or other funds immediately available to the Administrative Agent at its address referred provided pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing Euro-Dollar Loans (or, in the case of any Base Rate Loans, prior to 9:00 A.M. (California local time) on the date of such Base Rate Loan) that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the such date of such Borrowing in accordance with subsections (band at the time required by Section 2.05(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to In such event, if a Lender has not in fact made its share of the extent that such Lender shall not have so made such share applicable Borrowing available to the Administrative Agent, such then the applicable Lender and the Borrower severally agree to repay pay to the Administrative Agent forthwith on demand such corresponding amount together in immediately available funds with interest thereon, for each day from and including the date such amount is made available to the Borrower until to but excluding the date such amount is repaid of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, the Borrower, a rate per annum equal to the higher greater of the Federal Funds Rate and a rate determined by the interest rate applicable thereto pursuant to Section 2.08 Administrative Agent in accordance with banking industry rules on interbank compensation and (ii) in the case of such Lendera payment to be made by the Borrower, the Federal Funds Rateinterest rate applicable to Base Rate Loans. If the Borrower and such Lender shall pay interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender shall repay pays its share of the applicable Borrowing to the Administrative Agent such corresponding amountAgent, such then the amount so repaid paid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this AgreementBorrowing. If Any payment by the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant shall be without prejudice to Section 2.08, the applicable Lender shall pay any claim the Borrower may have against a Lender that shall have failed to make such payment to the difference between such ratesAdministrative Agent.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt (or deemed receipt) of a Notice of Borrowing, the Administrative Agent shall promptly notify each the applicable Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local Eastern time) on the date of each Borrowing, if such Borrowing is to be made in DollarsEffective Date, each Lender participating therein shall (except or the Administrative Agent on its behalf as provided in subsection (c) of this Section) make available its share of such Borrowing in Dollarsthe Borrowing, in federal Federal or other funds immediately available funds, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III Section 3.01 has not been satisfied, the Administrative Agent will make disburse the funds so received from the Lenders available to an account designated by an Approved Officer of the Borrower at the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 P.M. (Eastern time) on the date of any Borrowing Effective Date that such Lender will not make available to the Administrative Agent such Lender's ’s share of such the Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing Effective Date in accordance with subsections subsection (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have made such payment within two Domestic Business Days of demand therefor, the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such the applicable Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan to be made by it as part of a Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make a Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08Effective Date, the applicable but no Lender shall pay be responsible for the Borrower the difference between failure of any other Lender to make a Loan to be made by such ratesother Lender.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify give each Lender prompt notice of each such borrowing, specifying the contents thereof and relevant information including such Lender’s portion of such Lender's share borrowing (if any) of such Borrowing and such the date on which funds are to be made available. If a Notice of Borrowing shall not thereafter be revocable is revoked by the BorrowerCompany after receipt thereof by the Administrative Agent, the Company shall be subject to the provisions of Section 2.14.
(b) Not later than 11:00 A.M. 1:00 p.m. (California local New York time) (or, in the case of Base Rate Loans, 3:00 p.m. (New York time)) on the date of each Borrowing, if such Borrowing is specified by the Administrative Agent pursuant to be made in DollarsSection 2.04(a), each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing borrowing, in Dollars, in federal or other funds immediately available funds, to the Administrative Agent at its address referred to in Section 9.019.02. Unless (i) the Administrative Agent has not received a written Notice of Borrowing pursuant to Section 2.02 or 2.03(f) or (ii) the Administrative Agent determines that any applicable condition specified set forth in Article III 3 has not been satisfied, the amounts so received by the Administrative Agent will make the funds so received from the Lenders shall be made available immediately upon receipt to the Borrower Company by wire transfer in Dollars, in immediately available funds, to an account of the Company maintained at a financial institution located in the United States designated by the Company to the Administrative Agent's aforesaid address or place.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender (x) not later than 3:00 p.m. (New York time) on the date of the borrowing, in the case of Base Rate Loans and (y) at least one Domestic Business Day prior to the date of the borrowing, in the case of any Borrowing other Loans, that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowingthe borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing the borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Company until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If , and the Borrower pays interest under Company shall not be required to repay such amount pursuant to this subsection (c).
(d) The failure of any Lender to make a Loan required to be made by it as part of any borrowing hereunder shall not relieve any other Lender of its obligation, if any, hereunder to make its Loan on the date of such borrowing, but no Lender shall be responsible for the failure of any other Lender to make the Loan to be made by such other Lender on the date of the borrowing.
(e) If any Lender (x) shall fail to make any Loan (the “Failed Loan”) which such Lender is otherwise obligated hereunder to make to the Company on the date of borrowing thereof and the Administrative Agent shall not have received notice from the Company or such Lender that any condition precedent to the making of the Failed Loan has not been satisfied or (y) is otherwise a Defaulting Lender, then, until such Lender shall have made or be deemed to have made (pursuant to the third to last sentence of this subsection (e)) the Failed Loan in full or the Administrative Agent shall have received notice from the Company or such Lender that any condition precedent to the Failed Loan was not satisfied at the time the Failed Loan was to have been made or is no longer a Defaulting Lender, as applicable, whenever the Administrative Agent shall receive any amount from the Company for the account of such Lender, except as otherwise provided in Section 2.17(c), (i) the amount so received will, upon receipt by the Administrative Agent, be deemed to have been paid to the Lender in satisfaction of the obligation for which paid, without actual disbursement of such amount to the Lender, (ii) the Lender will be deemed to have made the same amount available to the Administrative Agent for disbursement as a Loan to the Company up to the amount of any Failed Loan and (iii) the Administrative Agent will, accordingly, disburse such amount (up to the amount of such Failed Loan) to the Company or, if the Administrative Agent has previously made such amount available to the Company on behalf of such Lender pursuant to the provisions hereof, reimburse itself (up to the amount of the amount made available to the Company); provided, however, that the Administrative Agent shall have no obligation to disburse any such amount to the Company or otherwise apply it or deem it applied as provided herein unless the Administrative Agent shall have determined in its sole discretion that to so disburse such amount will not violate any law, rule, regulation or requirement applicable to the Administrative Agent. Upon any such disbursement by the Administrative Agent, such Lender shall be deemed to have made a Base Rate Loan to the Company in satisfaction, to the extent thereof, of such Lender’s obligation to make the Failed Loan. In the event any amounts remain after application pursuant to the first sentence of this Section 2.04(e), such amounts shall be applied in accordance with Section 2.17(c) hereto. If and during the time that a Failed Loan shall exist, the Company shall have the right to terminate in full the Commitment of the Lender causing such Failed Loan as provided in Section 9.01(a).
(f) With respect to any payment that the Administrative Agent makes for the account of the Lenders hereunder as to which the Administrative Agent determines (which determination shall be conclusive absent manifest error) that any of the following applies (such payment referred to as the “Rescindable Amount”): (1) the Company has not in fact made such payment; (2) the Administrative Agent has made a payment in excess of the amount so paid by the Company (whether or not then owed); or (3) the Administrative Agent has for any reason otherwise erroneously made such payment; then each of the Lenders severally agrees to repay to the Administrative Agent forthwith on demand the Rescindable Amount so distributed to such Lender, in Dollars, in immediately available funds, with interest thereon, for each day from and including the date such amount is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Rate and a rate determined by the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such ratesAdministrative Agent in accordance with banking industry rules on interbank compensation.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.09 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of Promptly after receiving a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerBorrowing.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to before the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.such
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the BorrowerCompany.
(b) Not later than 11:00 A.M. (California local time) 2:00 p.m. New York City time on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal or other funds by wire transfer of immediately available funds, to the Administrative account of the Agent at its address referred most recently designated by it for such purpose by notice to in Section 9.01the Lenders. Unless the Administrative Agent determines that any applicable condition specified in Article III IV has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower Company at the Administrative Agent's ’s aforesaid address or placesuch other location as may be specified by the Company and consented to by the Agent (such consent not to be unreasonably withheld) and designated by the Company in the applicable Notice of Borrowing.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower Company is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower Company to the Administrative Agent as provided in Section 2.172.12, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower Company severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower Company until the date such amount is repaid to the Administrative Agent, at (i) in the case of the BorrowerCompany, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the greater of (x) the Federal Funds RateEffective Rate and (y) a rate determined by the Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amountamount (prior to the Company’s having done so), such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If For the Borrower pays avoidance of doubt, interest paid by any Lender under this subsection (dSection 2.03(d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between not be included in such ratesLender’s Loan or be otherwise considered a Borrowing.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 2:00 P.M. (California local timePrevailing Eastern Time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.13, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 and 2.07 or (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender participating therein of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 12:00 Noon (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.019.1. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 2.4 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.6 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ratable share (if any) of such Borrowing and such Borrowing. Such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local timei) 2:00 P.M. (Eastern Time) on the date of each Base Rate Borrowing and (ii) 1:00 P.M. (Eastern Time) on the date of each other Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein in such Borrowing shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York, New York, to the Administrative Agent at its address referred for payments specified in or pursuant to in Section 9.0111.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will shall make such funds available to the Borrower on such date at the Administrative Agent's aforesaid address; provided that the Administrative Agent shall (i) to the extent required by Section 2.08(g), apply the funds so received from the Lenders to prepay all Swingline Loans together with interest accrued thereon, and (ii) make the remainder of such funds available to the Borrower on such date at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender received, prior to the date of any Borrowing Borrowing, notice from a Lender that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent mayand, in reliance upon such assumption, the Administrative Agent may (but shall not be obligated to) make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date day such amount is made available to the Borrower until the date day such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.05, and (ii) in the case of such Lender, a rate per annum equal to (x) for each day from the day such amount is made available to the Borrower to the third succeeding Business Day, inclusive, the Federal Funds RateRate for such day as determined by the Administrative Agent and (y) for each day thereafter until the day such amount is repaid to the Administrative Agent, the Base Rate for such day. If such Lender shall repay such corresponding amount to the Administrative Agent such corresponding amountAgent, such the amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 p.m. (California local Chicago time) on the date of each Borrowing, if such Borrowing is to be made in DollarsDate, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its ratable share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York, to the Administrative Agent at its address referred specified in or pursuant to in Section 9.019.8. Unless the Administrative Agent determines that any applicable condition specified in Article III has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placebefore 5:00 p.m. (Chicago time) on the date received.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be.
(d) Unless the Administrative Agent shall have received written notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing Date in accordance with subsections (b) and (c) of this Section 2.06 2.4 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.7 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding principal amount, such principal amount so repaid shall constitute such Lender's Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Senior Secured Revolving Credit Agreement (Sithe Independence Power Partners Lp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the relevant Borrower.
(b) Not later than 1:00 pm New York City time (or, if the Notice of Borrowing is delivered or telecopied to the Agent in London (in the case of Eurocurrency Loans in Designated Foreign Currencies only), 11:00 A.M. (California local a.m., London time) on the date of each Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal or other funds by wire transfer of immediately available funds, to the Administrative account of the Agent at its address referred most recently designated by it for such purpose by notice to in Section 9.01the Lenders. Unless the Administrative Agent determines that any applicable condition specified in Article III IV has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the relevant Borrower at the Administrative Agent's ’s aforesaid address or placesuch other location as may be specified by the Company and consented to by the Agent (such consent not to be unreasonably withheld) and designated by the Borrower or the Company on behalf of the relevant Borrowing Subsidiary in the applicable Notice of Borrowing.
(c) If any Lender makes a new Loan hereunder on a day on which the a Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the such Borrower to the Administrative Agent as provided in Section 2.172.12, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the such Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the such Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the such Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.06 and (ii) in the case of such Lender, the greater of (x)(A) the Federal Funds Effective Rate, in the case of Loans denominated in US Dollars and (B) the rate reasonably determined by the Agent to be the cost to it of funding such amount, in the case of Loans denominated in a Designated Foreign Currency, and (y) a rate determined by the Agent in accordance with banking industry rules on interbank compensation. If such Lender shall repay to the Administrative Agent such corresponding amountamount (prior to such Borrower’s having done so), such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If For the Borrower pays avoidance of doubt, interest paid by any Lender under this subsection (dSection 2.03(d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between not be included in such ratesLender’s Loan or be otherwise considered a Borrowing.
Appears in 1 contract
Samples: Credit Agreement (Dover Corp)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s ratable share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall:
(i) if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsDollars not later than 2:00 P.M. (New York City time), in federal Federal or other funds immediately available available, to the Administrative Agent at its address referred principal office in New York City; or
(ii) if such Borrowing is to be made in Section 9.01an Alternative Currency, make available its share of such Borrowing in such Alternative Currency (in such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Administrative Agent at such time and place as shall have been notified by the Administrative Agent to the Lenders by at least two Euro-Currency Business Days’ notice. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date time of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (bSection 2.03(b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and (if such Borrowing is in Dollars) or the interest rate applicable thereto pursuant to Section 2.08 and Adjusted LIBO Rate (ii) if such Borrowing is in the case of such Lender, the Federal Funds Ratean Alternative Currency). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
Appears in 1 contract
Samples: Credit Agreement (Blyth Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt (or deemed receipt) of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such a Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local Eastern time) on the date of each a Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c(c) of this Section) make available its share of such Borrowing in Dollarsthe Borrowing, in federal Federal or other funds immediately available funds, to the Administrative Agent at its address referred specified in or pursuant to in Section Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III Section 3.03 has not been satisfied, the Administrative Agent will make disburse the funds so received from the Lenders available to an account designated by an Approved Officer of the Borrower at the Administrative Agent's aforesaid address or placeBorrower.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to 1:00 P.M. (Eastern time) on the date of any a Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such the Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (csubsection (b) of this Section 2.06 Section 2.03 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and and, if such Lender shall not have made such payment within two Domestic Business Days of demand therefor, the Borrower severally agree agrees to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 Section 2.06 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such the applicable Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection .
(d) at The failure of any Lender to make a Loan to be made by it as part of a Borrowing shall not relieve any other Lender of its obligation, if any, hereunder to make a Loan on the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08date of such Borrowing, the applicable but no Lender shall pay be responsible for the Borrower the difference between failure of any other Lender to make a Loan to be made by such ratesother Lender.
Appears in 1 contract
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender's ’s share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each Borrowing, if such Borrowing is to be made in DollarsDate, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal or other funds immediately available funds, to the Administrative Agent at its address referred to in Section 9.0110.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, as determined by the Initial Lenders in accordance with Article 3, the Administrative Agent will make the funds so received from the Lenders immediately available to the Borrower at as specified in the Administrative Agent's aforesaid address or placeNotice of Borrowing.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing Date that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowingthe Borrowing of the relevant Class, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing Date in accordance with subsections subsection (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto pursuant to Section 2.08 2.07 and (ii) in the case of such Lender, the Federal Funds Rate for the first three Domestic Business Days and, thereafter, at the Prime Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08shall have repaid such corresponding amount of such Lender, the applicable such Lender shall pay reimburse the Borrower for any loss on account thereof incurred by the difference between such ratesBorrower. Nothing contained in the foregoing shall be construed as relieving a Lender of its obligation to fund a Loan when required under the terms of this Agreement.
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Samples: Term Loan Agreement (Qwest Communications International Inc)
Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Syndicated Borrowing or a Notice of Money Market Borrowing, the Administrative Agent shall promptly notify each Lender participating in such Borrowing of the contents thereof and of such Lender's share (if any) Notice of such Borrowing and such Lender’s share of such Borrowing. Such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. 1:00 P.M. (California local New York City time) on the date of each such Borrowing, if such Borrowing is to be made in Dollars, each Lender participating therein shall (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsBorrowing, in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred to in Section 9.01. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make shall (i) apply the funds so received from the Lenders to repay all Swingline Loans (if any) then outstanding, together with interest accrued thereon, and (ii) make the remainder of such funds available to the Borrower at the Administrative Agent's ’s aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any such Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections subsection (b) and (c) of this Section 2.06 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made its share of such share Borrowing available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and the interest rate applicable thereto to such Borrowing pursuant to Section 2.08 2.09 and (ii) in the case of such Lender, the Federal Funds Rate. If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08shall repay such corresponding amount, the applicable Lender such repayment shall pay not affect any rights the Borrower the difference between such ratesmay have against any defaulting Lender.
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Notice to Lenders; Funding of Loans. (a) Upon receipt of a Notice of Borrowing, the Administrative Agent shall promptly (but in any event on the same day) notify each Lender of the contents thereof and of such Lender's ’s ratable share (if any) of such Borrowing and such Notice of Borrowing shall not thereafter be revocable by the Borrower.
(b) Not later than 11:00 A.M. (California local time) on On the date of each Borrowing, each Lender participating therein shall make available its ratable share of such Borrowing:
(A) if such Borrowing is to be made in Dollars, each Lender participating therein shall not later than 12:00 Noon (except as provided in subsection (c) of this Section) make available its share of such Borrowing in DollarsNew York City time), in federal Federal or other funds immediately available in New York City, to the Administrative Agent at its address referred office specified in or pursuant to Section 11.01; or
(B) if such Borrowing is to be made in Section 9.01an Alternative Currency, in such Alternative Currency (in such funds as may then be customary for the settlement of international transactions in such Alternative Currency) to the account of the Administrative Agent at such time and place as shall have been notified by the Administrative Agent to the Borrower and the Lenders. Unless the Administrative Agent determines that any applicable condition specified in Article III 3 has not been satisfied, the Administrative Agent will make the funds so received from the Lenders available to the Borrower at the Administrative Agent's aforesaid address or placeaddress.
(c) If any Lender makes a new Loan hereunder on a day on which the Borrower is to repay all or any part of an outstanding Loan from such Lender, such Lender shall apply the proceeds of its new Loan to make such repayment and only an amount equal to the difference (if any) between the amount being borrowed and the amount being repaid shall be made available by such Lender to the Administrative Agent as provided in subsection (b), or remitted by the Borrower to the Administrative Agent as provided in Section 2.17, as the case may be.
(d) Unless the Administrative Agent shall have received notice from a Lender prior to the date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender's ’s share of such Borrowing, the Administrative Agent may assume that such Lender has made such share available to the Administrative Agent on the date of such Borrowing in accordance with subsections (b) and (c) of this Section 2.06 2.04 and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If and to the extent that such Lender shall not have so made such share available to the Administrative Agent, such Lender and the Borrower severally agree to repay to the Administrative Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Administrative Agent, at (i) in the case of the Borrower, a rate per annum equal to the higher of the Federal Funds Rate and (if such Borrowing is in Dollars) or the interest rate applicable thereto pursuant to Section 2.08 and London Interbank Offered Rate (ii) if such Borrowing is in the case of such Lender, the Federal Funds Ratean Alternative Currency). If such Lender shall repay to the Administrative Agent such corresponding amount, such amount so repaid shall constitute such Lender's ’s Loan included in such Borrowing for purposes of this Agreement. If the Borrower pays interest under this subsection (d) at the Federal Funds Rate and the Federal Funds Rate is higher than the interest rate applicable thereto pursuant to Section 2.08, the applicable Lender shall pay the Borrower the difference between such rates.
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