Payment Procedure. (a) Except as otherwise provided herein, all payments by the Company in respect of principal of, or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement not later than 1:00 p.m. (Detroit time) in Dollars in immediately available funds to the Administrative Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, in like funds and currencies, of all amounts received by it for the account of such Bank. (b) Unless the Administrative Agent shall have been notified by Company prior to the date on which any payment to be made by Company is due that Company does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank on such payment date an amount equal to such Bank's share of such assumed payment. If Company has not in fact remitted such payment to the Administrative Agent each Revolving Credit Bank shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such Bank, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to time, and (ii) with respect to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount. (c) Subject to the definition of Interest Period, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment. (d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall: (i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and (ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Payment Procedure. (ai) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Subject to Section 3.03, at the time of payment, the borrower shall notify the Administrative Agent as to which Borrowings or Loans are being repaid. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by the Administrative Agent not later than 1:00 p.m. (Detroit New York time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent, for Agent at the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx 000 Xxxx Xxxxxx, XxxxxxxXxx Xxxx, Xxxxxxxx Xxx Xxxx 00000-0000. Any payment received by the Administrative Agent after 1:00 p.m. (New York time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, Lender in like funds and currencies, of all amounts received by it for the account of such BankLender.
(bii) Unless the Administrative Agent shall have been notified in writing by Company the Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company the Borrower is due that Company the Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank applicable Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company the Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to the NYFRB Rate for the first two (i2) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to timeBusiness Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amountBorrowings.
(ciii) Subject to the definition of “Interest Period” in Section 1.02 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Samples: Credit Agreement (PDC Energy, Inc.)
Payment Procedure. (a) All payments to be made by Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. 11:00 a.m. (Detroit timePacific) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent’s office located at 00000 Xxxxxxx Xxxx. Xxx. 000, Xxxxxxx Xxxx, California 91403, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving Credit and any Letter of Credit Obligations, for the ratable benefit of the Term Loan Lenders in the case of payments in respect of Term Loan A and for the ratable benefit of the Acquisition Credit Lenders in the case of payments in respect of the Acquisition Credit, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000. Any payment received by the Agent after 11:00 a.m. (Pacific) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrowers at least two (2) Business Days prior to the date on which any payment to be made by Company Borrowers is due that Company does Borrowers do not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has Borrowers have remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender, Acquisition Credit Lender or Term Loan Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company has Borrowers have not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrowers under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.814.8) with Section 13.1214.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any taxes on the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is Borrowers are compelled by law to make payment subject to such tax. In such event, Company Borrowers shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders (including the Swing Line Lender) receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank Lender or Lenders (including the Swing Line Bank) or BanksLender), as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrowers of any such taxes payable by Borrowers. As used herein, the Companyterms “tax”, “taxes” and “taxation” include all taxes, levies, imposts, duties, fees, deductions and withholdings or similar charges together with interest (and any taxes payable upon the amounts paid or payable pursuant to this Section 11.1) thereon. Borrowers shall be reimbursed by the applicable Lender for any payment made by Borrowers under this Section 11.1 if the applicable Lender is not in compliance with its obligations under Section 14.13 at the time of the Borrowers’ payment.
Appears in 1 contract
Samples: Credit Agreement (National Technical Systems Inc /Ca/)
Payment Procedure. (a) All payments to be made by Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. 11:00 a.m. (Detroit time) on the date such payment is required or intended to be made and shall be made in Dollars in respect of Term Loan Advances, Domestic Advances or Fees payable in Dollars in immediately available funds to the Administrative Agent at Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-00000000 for the ratable benefit of the Revolving Credit Lenders in the case of payments in respect of the Revolving Credit and any Letter of Credit Obligations and for the ratable benefit of the Term Loan Lenders in case of payments in respect of the Term Loan. Payments made in respect of any Revolving Credit Advance in any Alternative Currency or any Fees payable in any Alternative Currency shall be made in such Alternative Currency in immediately available funds for the account of Agent’s Eurocurrency Lending Office, at Agent’s Correspondent, for the ratable account of Lenders, not later than 11:00 a.m. (the time of Agent’s Correspondent) for the ratable benefit of the Revolving Credit Lenders. Any payment received by the Agent after 11:00 a.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of Eurocurrency-based Advances, such Bank's Lender’s Eurocurrency Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified by Company prior to the date on which any payment to be made by Company any of the Borrowers is due that Company such Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and but without obligation to do soany obligation, assume that the Company such Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company any of the Borrowers has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to Agent in the Administrative Agent applicable currency the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate (daily average)Rate, as the same may vary from time to time, and (ii) with respect to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's ’s aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of Interest Period, whenever Whenever any payment to be made hereunder (other than payments in respect of any Eurocurrency-based Advance or a Quoted Rate Advance) shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment. Whenever any payment of principal of, or interest on, a Eurocurrency-based Advance or a Quoted Rate Advance shall be due on a day which is not a Business Day the date of payment thereof shall be extended to the next succeeding Business Day unless as a result thereof it would fall in the next calendar month, in which case it shall be shortened to the next preceding Business Day and, in the case of a payment of principal, interest thereon shall be payable for such extended or shortened time, if any.
(d) All payments to be made by Company any of the Borrowers under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff set-off or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature (other than a tax based upon the net income of any Lender or Agent by any jurisdiction where a Lender or Agent is located) imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes)member, unless Company any of the Borrowers, as the case may be, is compelled by law to make payment subject to such tax. In such event, Company such Borrower shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks Lenders (and, in the case of Advances of the any Swing LineLine Advances, pay to the Swing Line Bank Lender which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders receive a net amount in the applicable Permitted Currency equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks any Lender shall reasonably require as proof of the payment by the Company, such Borrower of any such taxes payable by such Borrower. As used herein, the Companyterms “tax”, “taxes” and “taxation” include all taxes, levies, imposts, duties, charges, fees, deductions and withholdings and any restrictions or conditions resulting in a charge together with interest (and any taxes payable upon the amounts paid or payable pursuant to this Section 10.1) thereon and fines and penalties with respect thereto which may be imposed by reason of any violation or default with respect to the law regarding such tax (whether assessed against any Borrower, Agent or any of the Lenders), but subject to compliance by the applicable Lender with Section 13.14 hereof.
Appears in 1 contract
Payment Procedure. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-00003289, for the ratable benefit of the Revolving Credit Lenders in the case of payments in respect of the Revolving Credit. Any payment received by the Agent after 1:00 p.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending OfficeLender, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company Borrower is due that Company Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Xxxxxx’s share of such assumed payment. If Company Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to time, and (ii) with respect to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of Interest Period, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.first two
Appears in 1 contract
Samples: Mortgage Warehousing Agreement
Payment Procedure. (ai) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by the Administrative Agent not later than 1:00 p.m. (Detroit New York time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at the Administrative Agent’s office located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving Credit, at Credit Loans and any Letter of Credit Obligations. Any payment received by the Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000Agent after 1:00 p.m. (New York time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, in like funds and currencies, Lender of all amounts received by it for the account of such BankLender.
(bii) Unless the Administrative Agent shall have been notified in writing by Company the Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company the Borrower is due that Company the Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company the Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to the NYFRB Rate for the first two (i2) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to timeBusiness Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amountBorrowings.
(ciii) Subject to the definition of “Interest Period” in Section 1.02 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Payment Procedure. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit Pacific time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent’s office located at 00 X. Xxxxxxx Road, San Jose, California 95131, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving CreditCredit and any Letter of Credit Obligations, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000for the ratable benefit of the Term Loan Lenders. Any payment received by the Agent after 1:00 p.m. (Pacific time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company Borrower is due that Company Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender or Term Loan Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrower under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.8) with Section 13.1213.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any taxes on the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company Borrower is compelled by law to make payment subject to such tax. In such event, Company Borrower shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders (including the Swing Line Lender) receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank Lender or Lenders (including the Swing Line Bank) or BanksLender), as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrower of any such taxes payable by the CompanyBorrower.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Quinstreet, Inc)
Payment Procedure. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Administrative Agent not later than 1:00 p.m. (Detroit New York time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Administrative Agent’s office identified on Schedule 13.6the Principal Office, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving CreditCreditany Facility and any Letter of Credit Obligations. Subject to Sections 2.7 and 2.10, at the time of payment, the Borrower shall notify Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000Agent as to which Borrowings are being repaid. Any payment received by Administrative Agent after 1:00 p.m. (New York time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrower at least two (2) Business Xxxxxx or prior to the date on which any payment to be made by Company Borrower is due that Company Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1.1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by . MRC Energy Company under this Credit Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.115
Appears in 1 contract
Payment Procedure. (a) All payments to be made by Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000, for the ratable benefit of the Term Loan A Lenders. Any payment received by the Agent after 1:00 p.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrowers at least two (2) Business Days prior to the date on which any payment to be made by Company Borrowers is due that Company does Borrowers do not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has Borrowers have remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Term Loan Lender, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company has Borrowers have not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate the respective Term Loans Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrowers under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.8) with Section 13.1213.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any taxes on the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) or upon the capitalization of the Agent or any Lender as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is Borrowers are compelled by law to make payment subject to such tax. In such event, Company Borrowers shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) Lender or BanksLenders, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrowers of any such taxes payable by Borrowers. As used herein, the Companyterms “tax”, “taxes” and “taxation” include all taxes, levies, imposts, duties, fees, deductions and withholdings or similar charges together with interest (and any taxes payable upon the amounts paid or payable pursuant to this Section 10.1) thereon. Borrowers shall be reimbursed by the applicable Lender for any payment made by Borrowers under this Section 10.1 if the applicable Lender is not in compliance with its obligations under Section 13.13 at the time of the Borrowers’ payment. Borrowers shall be entitled to receive any refund of any taxes previously paid by Borrowers under this Section 10.1.
Appears in 1 contract
Payment Procedure. (a) All payments to be made by the Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by the Agent not later than 1:00 p.m. (Detroit time) (or such later time on such date as agreed to by Agent) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at the Agent, for ’s Office. Any payment received by the ratable account of Agent after 1:00 p.m. (Detroit time) (or such later time on such date as agreed to by Agent) shall be deemed received on the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, Lender to such Bank's Eurocurrency Lending OfficeLender’s applicable lending office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company the Borrowers at least two (2) Business Days prior to the date on which any payment to be made by Company the Borrowers is due that Company does the Borrowers do not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has Borrowers have remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender or Term Loan Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company has the Borrowers have not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Payment Procedure. (a) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by the Agent not later than 1:00 p.m. (Detroit time) (or such later time on such date as agreed to by Agent) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at the Agent’s office located at 411 West Lafayette, 0xx Xxxxx, XX 0000, Xxxxxxx, Xxxxxxxx 00000-0000, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving CreditCredit and any Letter of Credit Obligations, at Administrative for the ratable benefit of the Term Loan Lenders in the case of payments in respect of the Term Loan. Any payment received by the Agent after 1:00 p.m. (Detroit time) (or such later time on such date as agreed to by Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company the Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company the Borrower is due that Company the Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender or Term Loan Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company the Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Montauk Renewables, Inc.)
Payment Procedure. (a) All payments to be made by Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000, for the ratable benefit of the Revolving Credit Lenders in the case of payments in respect of the Revolving Credit and any Letter of Credit Obligations, for the ratable benefit of the Term Loan Lenders in the case of payments in respect of the Term Loan. Payments in respect of any Advance in any Alternate Currency shall be made in such Alternate Currency in immediately available funds for the account of Agent’s Eurocurrency Lending Office, at Agent’s Correspondent, for the ratable account of the Lenders, not later than 11:00 a.m. (Detroit time). Any payment received by the Agent after 1:00 p.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrowers at least two (2) Business Days prior to the date on which any payment to be made by Company Borrowers is due that Company does Borrowers do not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has Borrowers have remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender or Term Loan Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company has Borrowers have not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrowers under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.8, as applicable) with Section 13.1213.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority Governmental Authority or of any political subdivision thereof or any federation or organization of which such governmental authority Governmental Authority may at the time of payment be a member (other than (x) any such taxes on capital or the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authorityGovernmental Authority, political subdivision, federation or organization imposing such taxes), and (y) any branch profits taxes imposed by the United States of America (all such taxes, levies, imposts, deductions, charges and withholdings not excluded under the clauses (x) or (y) of this Section 10.1 being hereinafter referred to as “Taxes”) unless Company is Borrowers are compelled by law to make payment subject to such tax. In such event, Company Borrowers shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders (including the Swing Line Lender) receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such taxTax; and
(ii) remit such tax Tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank Lender or Lenders (including the Swing Line Bank) or BanksLender), as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrowers of any such taxes payable by Borrowers; provided, however, that the CompanyBorrowers shall not be required to pay any additional amounts pursuant to Section 10.1(d)(i) or any amounts pursuant to Section 13.14 hereof to the extent that: (i) the obligation to pay such additional amounts or any amounts under Section 13.14 hereof would not have arisen but for a failure for any reason by such Lender (or permitted assignee) to comply with its obligations under Section 13.13 to provide certain forms or other evidence necessary to establish its entitlement to complete exemption from U.S. withholding tax (other than a failure that results exclusively from the change in any law, rule, regulation or treaty or in the administration, interpretation or application thereof by any Governmental Authority after the date on which such Lender (or permitted assignee) first became a party to this Agreement); (ii) with respect to an assignee Lender, the obligation to withhold U.S. taxes (other than any such obligation in respect of a Foreign Subsidiary of any Borrower which becomes a Borrower or Guarantor) existed on the date such assignee Lender became a party to this Agreement, or with respect to payments to a lending office newly designated by a Lender (a “New Lending Office”), the date such Lender designated such New Lending Office with respect to the applicable Loan; provided, however, that this clause (ii) shall not apply to the extent the additional amounts any Lender (or transferee) through a New Lending Office, would be entitled to receive (without regard to this clause (ii)) do not exceed the additional amounts that the person making the transfer, or Lender (or transferee) making the designation of such New Lending Office, would have been entitled to receive in the absence of such transfer or designation; (iii) the certifications made in any forms or other evidence provided by such Lender under Section 13.13 were untrue or inaccurate on the date delivered in any material respect; (iv) such Lender is claiming an exemption from withholding of United States Federal income tax under Internal Revenue Code sections 871(h) or 881(c) but is unable at any time to make the representations and warranties set forth in clauses (A) — (C) of Section 13.13(a)(1); or (v) such non-U.S. Lender is treated as a “conduit entity” within the meaning of U.S. Treasury Regulations Section 1.881-3 or any successor provision. In the event Borrowers are required to pay additional amounts to or for the account of any Lender pursuant to this Section 10.1(d), then such Lender shall use good faith diligent efforts to file any certificate or document reasonably requested by Borrowers or to designate a Lending Office from a different jurisdiction (if such Lending Office is maintained by such Lender) so as to eliminate or reduce any such additional payments by Borrowers which may accrue in the future, provided Lender shall incur or suffer no material cost or expense as a result thereof. If Agent or a Lender receives a refund of any Taxes or Other Taxes as to which it has been indemnified by Borrower pursuant to Section 13.14 or with respect to which Borrower has paid additional amounts pursuant to this Section 10.1(d) (provided that Lenders shall be under no obligation to apply for or otherwise seek such refund), it shall promptly pay to such Borrower an amount equal to such refund and any interest paid by the relevant Governmental Authority with respect to such refund, provided, that Borrower, upon the request of Agent or such Lender, shall repay the amount paid over to Borrower to Agent or such Lender to the extent that Agent or such Lender is required to repay or otherwise disgorge the applicable refund to such Governmental Authority.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (PMFG, Inc.)
Payment Procedure. (a) All payments to be made by Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent’s office located at Oxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving CreditCredit and any Letter of Credit Obligations, for the ratable benefit of the Term Loan Lenders in the case of payments in respect of the Term Loan. Payments in respect of any Advance in any Alternate Currency shall be made in such Alternate Currency in immediately available funds for the account of Agent’s Eurocurrency Lending Office, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx’s Correspondent, Xxxxxxxfor the ratable account of the Lenders, Xxxxxxxx 00000-0000not later than 11:00 a.m. (Detroit time). Any payment received by the Agent after 1:00 p.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrowers at least two (2) Business Days prior to the date on which any payment to be made by Company Borrowers is due that Company does Borrowers do not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has Borrowers have remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender or Term Loan Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company has Borrowers have not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Section 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrowers under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.8, as applicable) with Section 13.1213.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority Governmental Authority or of any political subdivision thereof or any federation or organization of which such governmental authority Governmental Authority may at the time of payment be a member (other than (x) any such taxes on capital or the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authorityGovernmental Authority, political subdivision, federation or organization imposing such taxes), and (y) any branch profits taxes imposed by the United States of America (all such taxes, levies, imposts, deductions, charges and withholdings not excluded under the clauses (x) or (y) of this Section 10.1 being hereinafter referred to as “Taxes”) unless Company is Borrowers are compelled by law to make payment subject to such tax. In such event, Company Borrowers shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders (including the Swing Line Lender) receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such taxTax; and
(ii) remit such tax Tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank Lender or Lenders (including the Swing Line Bank) or BanksLender), as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrowers of any such taxes payable by Borrowers; provided, however, that the CompanyBorrowers shall not be required to pay any additional amounts pursuant to Section 10.1(d)(i) or any amounts pursuant to Section 13.14 hereof to the extent that: (i) the obligation to pay such additional amounts or any amounts under Section 13.14 hereof would not have arisen but for a failure for any reason by such Lender (or permitted assignee) to comply with its obligations under Section 13.13 to provide certain forms or other evidence necessary to establish its entitlement to complete exemption from U.S. withholding tax (other than a failure that results exclusively from the change in any law, rule, regulation or treaty or in the administration, interpretation or application thereof by any Governmental Authority after the date on which such Lender (or permitted assignee) first became a party to this Agreement); (ii) with respect to an assignee Lender, the obligation to withhold U.S. taxes (other than any such obligation in respect of a Foreign Subsidiary of any Borrower which becomes a Borrower or Guarantor) existed on the date such assignee Lender became a party to this Agreement, or with respect to payments to a lending office newly designated by a Lender (a “New Lending Office”), the date such Lender designated such New Lending Office with respect to the applicable Loan; provided, however, that this clause (ii) shall not apply to the extent the additional amounts any Lender (or transferee) through a New Lending Office, would be entitled to receive (without regard to this clause (ii)) do not exceed the additional amounts that the person making the transfer, or Lender (or transferee) making the designation of such New Lending Office, would have been entitled to receive in the absence of such transfer or designation; (iii) the certifications made in any forms or other evidence provided by such Lender under Section 13.13 were untrue or inaccurate on the date delivered in any material respect; (iv) such Lender is claiming an exemption from withholding of United States Federal income tax under Internal Revenue Code sections 871(h) or 881(c) but is unable at any time to make the representations and warranties set forth in clauses (A) — (C) of Section 13.13(a)(1); or (v) such non-U.S. Lender is treated as a “conduit entity” within the meaning of U.S. Treasury Regulations Section 1.881-3 or any successor provision. In the event Borrowers are required to pay additional amounts to or for the account of any Lender pursuant to this Section 10.1(d), then such Lender shall use good faith diligent efforts to file any certificate or document reasonably requested by Borrowers or to designate a Lending Office from a different jurisdiction (if such Lending Office is maintained by such Lender) so as to eliminate or reduce any such additional payments by Borrowers which may accrue in the future, provided Lender shall incur or suffer no material cost or expense as a result thereof. If Agent or a Lender receives a refund of any Taxes or Other Taxes as to which it has been indemnified by Borrower pursuant to Section 13.14 or with respect to which Borrower has paid additional amounts pursuant to this Section 10.1(d) (provided that Lenders shall be under no obligation to apply for or otherwise seek such refund), it shall promptly pay to such Borrower an amount equal to such refund and any interest paid by the relevant Governmental Authority with respect to such refund, provided, that Borrower, upon the request of Agent or such Lender, shall repay the amount paid over to Borrower to Agent or such Lender to the extent that Agent or such Lender is required to repay or otherwise disgorge the applicable refund to such Governmental Authority.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Peerless Manufacturing Co)
Payment Procedure. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000, for the ratable benefit of the Revolving Credit Lenders in the case of payments in respect of the Revolving Credit and any Letter of Credit Obligations. Any payment received by the Agent after 1:00 p.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending OfficeLender, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company Borrower is due that Company Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of Interest Period, whenever Whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrower under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.8) with Section 13.1213.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes)Non-Excluded Taxes, unless Company Borrower is compelled by law to make payment subject to such taxNon-Excluded Tax. In such event, Company Borrower shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Payment Procedure. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Administrative Agent not later than 1:00 p.m. (Detroit New York time) on the date such payment is required or intended to be made in Dollars in immediately available funds to Administrative Agent at the Administrative AgentPrincipal Office, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving Creditany Facility and any Letter of Credit Obligations. Subject to Sections 2.7 and 2.10, at the time of payment, the Borrower shall notify Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000Agent as to which Borrowings are being repaid. Any payment received by Administrative Agent after 1:00 p.m. (New York time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrower on or prior to the date on which any payment to be made by Company Borrower is due that Company Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.. MRC Energy Company Credit Agreement 113
(c) Subject to the definition of “Interest Period” in Section 1.1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Payment Procedure. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000, for the ratable benefit of the Revolving Credit Lenders in the case of payments in respect of the Revolving Credit. Any payment received by the Agent after 1:00 p.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending OfficeLender, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company Borrower is due that Company Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of Interest Period, whenever Whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrower under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.811.8) with Section 13.1211.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any taxes on the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company Borrower is compelled by law to make payment subject to such tax. In such event, Company Borrower shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) Lender or BanksLenders, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrower of any such taxes payable by the CompanyBorrower.
Appears in 1 contract
Payment Procedure. (ai) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by the Administrative Agent not later than 1:00 p.m. (Detroit New York time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at the Administrative Agent’s office located at 000 Xxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving Credit, at Credit Loans and any Letter of Credit Obligations. Any payment received by the Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000Agent after 1:00 p.m. (New York time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, Lender in like funds and currencies, of all amounts received by it for the account of such BankLender.
(bii) Unless the Administrative Agent shall have been notified in writing by Company the Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company the Borrower is due that Company the Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company the Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to the NYFRB Rate for the first two (i2) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to timeBusiness Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amountBorrowings.
(ciii) Subject to the definition of “Interest Period” in Section 1.02 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Samples: Credit Agreement (PDC Energy, Inc.)
Payment Procedure. (a) All payments to be made by Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit California time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent’s office located at 00 X Xxxxxxx Xxxx, San Jose, CA 95131, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving CreditCredit and any Letter of Credit Obligations, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000for the ratable benefit of the Term Loan Lenders in the case of payments in respect of the Term Loan. Any payment received by the Agent after 1:00 p.m. (California time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrowers at least two (2) Business Days prior to the date on which any payment to be made by Company Borrowers is due that Company does Borrowers do not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has Borrowers have remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender or Term Loan Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company has Borrowers have not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of “Interest Period” in Article 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrowers under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.813.9) with Section 13.1213.14, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any taxes on the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is Borrowers are compelled by law to make payment subject to such tax. In such event, Company Borrowers shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) Lender or BanksLenders, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrowers of any such taxes payable by Borrowers. As used herein, the Companyterms “tax”, “taxes” and “taxation” include all taxes, levies, imposts, duties, fees, deductions and withholdings or similar charges together with interest (and any taxes payable upon the amounts paid or payable pursuant to this Section 10.1) thereon. Borrowers shall be reimbursed by the applicable Lender for any payment made by Borrowers under this Section 10.1 if the applicable Lender is not in compliance with its obligations under Section 13.14 at the time of the Borrowers’ payment.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Obagi Medical Products, Inc.)
Payment Procedure. (a) All payments to be made by Borrowers shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrowers of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit timeP.S.T.) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent’s office located at 75 X Xxxxxxx Xxxx, San Jose, CA 95131, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving Credit, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000Credit and any Letter of Credit Obligations. Any payment received by the Agent after 1:00 p.m. (P.S.T.) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable BankLender, or, in respect of EurocurrencyEurodollar-based Advances, such Bank's Eurocurrency Lender’s Eurodollar
(b) Lending Office, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(bc) Unless the Administrative Agent shall have been notified in writing by Company Borrowers at least two (2) Business Days prior to the date on which any payment to be made by Company Borrowers is due that Company does Borrowers do not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has Borrowers have remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company has Borrowers have not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(cd) Subject to the definition of “Interest Period” in Article 1 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(de) All payments to be made by Company Borrowers under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.8) with Section 13.1213.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any taxes on the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is Borrowers are compelled by law to make payment subject to such tax. In such event, Company Borrowers shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) Lender or BanksLenders, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrowers of any such taxes payable by Borrowers.
(iii) As used herein, the Companyterms “tax”, “taxes” and “taxation” include all taxes, levies, imposts, duties, fees, deductions and withholdings or similar charges together with interest (and any taxes payable upon the amounts paid or payable pursuant to this Section 10.1) thereon. Borrowers shall be reimbursed by the applicable Lender for any payment made by Borrowers under this Section 10.1 if the applicable Lender is not in compliance with its obligations under Section 13.13 at the time of the Borrowers’ payment.
Appears in 1 contract
Samples: Revolving Credit Agreement (Obagi Medical Products, Inc.)
Payment Procedure. (ai) All payments to be made by the Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by the Administrative Agent not later than 1:00 p.m. (Detroit New York time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at the Administrative Agent’s office located at 000 Xxxxxxx Xxxxxx, Xxx Xxxx, Xxx Xxxx 00000, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving Credit, at Credit Loans and any Letter of Credit Obligations. Any payment received by the Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000Agent after 1:00 p.m. (New York time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, Lender in like funds and currencies, of all amounts received by it for the account of such BankLender.
(bii) Unless the Administrative Agent shall have been notified in writing by Company the Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company the Borrower is due that Company the Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender, as the case may be, on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If Company the Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to the NYFRB Rate for the first two (i2) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to timeBusiness Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amountBorrowings.
(ciii) Subject to the definition of “Interest Period” in Section 1.02 of this Agreement, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Payment Procedure. (a) All payments to be made by Borrower shall be made without condition or deduction for any counterclaim, defense, recoupment or setoff. Except as otherwise provided herein, all payments made by the Company in respect Borrower of principal ofprincipal, interest or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement and must be received by Agent not later than 1:00 p.m. (Detroit time) on the date such payment is required or intended to be made in Dollars in immediately available funds to the Administrative Agent at Agent's office located at Oxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000, for the ratable account benefit of the Revolving Credit Banks Lenders in the case of payments in respect of the Revolving Credit, at Administrative Agent's office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000. Any payment received by the Agent after 1:00 p.m. (Detroit time) shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending OfficeLender, in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified in writing by Company Borrower at least two (2) Business Days prior to the date on which any payment to be made by Company Borrower is due that Company Borrower does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company Borrower has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such BankLender's share of such assumed payment. If Company Borrower has not in fact remitted such payment to the Administrative Agent Agent, each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate for the first two (daily average), as the same may vary from time to time2) Business Days that such amount remains unpaid, and (ii) with respect thereafter at a rate of interest then applicable to Eurocurrency-based Advances or Quoted Rate such Revolving Credit Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of Interest Period, whenever Whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company Borrower under this Agreement or any of the Notes (including without limitation payments under the Swing LineLine and/or Swing Line Note) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.811.8) with Section 13.1211.13, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any taxes on the overall income, net income, net profits or net receipts or similar taxes (or any franchise taxes imposed in lieu of such taxes) on the Administrative Agent or any Bank Lender (or any branch maintained by Agent or a Lender) as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company Borrower is compelled by law to make payment subject to such tax. In such event, Company Borrower shall:
(i) pay to the Administrative Agent for Administrative Agent's own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) Lender or BanksLenders, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, Borrower of any such taxes payable by the CompanyBorrower.
Appears in 1 contract
Payment Procedure. (a) Except as otherwise provided herein, all payments by the Company in respect of principal of, or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement not later than 1:00 p.m. (Detroit Minneapolis time) in Dollars in immediately available funds to the Administrative Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving CreditLenders, at Administrative Agent's ’s office located at Xxx Xxxxxxx XxxxxxMinneapolis, Xxxxxxx, Xxxxxxxx 00000-0000Minnesota. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's Eurocurrency Lending Office, Lender in like funds and currencies, of all amounts received by it for the account of such BankLender.
(b) Unless the Administrative Agent shall have been notified by the Company prior to the date on which any payment to be made by the Company is due that the Company does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank Lender on such payment date an amount equal to such Bank's Lender’s share of such assumed payment. If the Company has not in fact remitted such payment to the Administrative Agent each Revolving Credit Bank Lender shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such BankLender, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank Lender to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to time, and (ii) with respect to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of Interest Period, whenever Whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by the Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank Lender (and each assignee and participant pursuant to Section 13.811.8) with Section 13.1211.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank Lender as a result of a present or former connection between the Administrative Agent or such Bank Lender and the governmental authority, political subdivision, federation or organization imposing such taxes), unless the Company is compelled by law to make payment subject to such tax. In such event, the Company shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) Lenders such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank Lender or Banks Lenders receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) Lender or BanksLenders, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank Lender or Banks Lenders shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company.
Appears in 1 contract
Samples: Credit Agreement (Quantum Fuel Systems Technologies Worldwide Inc)
Payment Procedure. (a) Except as otherwise provided herein, all payments by the Company in respect of principal of, or interest on, any Advance in Dollars under the Revolving Credit or in respect of any Letter of Credit Obligations under the Revolving Credit or Fees hereunder which are payable in Dollars shall be made without setoff or counterclaim on the date specified for payment under this Agreement not later than 1:00 p.m. (Detroit time) in Dollars in immediately available funds to the Administrative Agent, for the ratable account of the Revolving Credit Banks in the case of payments in respect of the Revolving Credit, at Administrative Agent's ’s office located at Xxx Xxxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000-0000. Upon receipt of each such payment, the Administrative Agent shall make prompt payment to each applicable Bank, or, in respect of Eurocurrency-based Advances, such Bank's ’s Eurocurrency Lending Office, in like funds and currencies, of all amounts received by it for the account of such Bank.
(b) Unless the Administrative Agent shall have been notified by Company prior to the date on which any payment to be made by Company is due that Company does not intend to remit such payment, the Administrative Agent may, in its sole discretion and without obligation to do so, assume that the Company has remitted such payment when so due and the Administrative Agent may, in reliance upon such assumption, make available to each Revolving Credit Bank on such payment date an amount equal to such Bank's ’s share of such assumed payment. If Company has not in fact remitted such payment to the Administrative Agent each Revolving Credit Bank shall forthwith on demand repay to the Administrative Agent the amount of such assumed payment made available or transferred to such Bank, together with the interest thereon, in respect of each day from and including the date such amount was made available by the Administrative Agent to such Bank to the date such amount is repaid to the Administrative Agent at a rate per annum equal to (i) for Prime-based Advances, the Federal Funds Effective Rate (daily average), as the same may vary from time to time, and (ii) with respect to Eurocurrency-based Advances or Quoted Rate Advances, Administrative Agent's ’s aggregate marginal cost (including the cost of maintaining any required reserves or deposit insurance and of any fees, penalties, overdraft charges or other costs or expenses incurred by Administrative Agent) of carrying such amount.
(c) Subject to the definition of Interest Period, whenever any payment to be made hereunder shall otherwise be due on a day which is not a Business Day, such payment shall be made on the next succeeding Business Day and such extension of time shall be included in computing interest, if any, in connection with such payment.
(d) All payments to be made by Company under this Agreement or any of the Notes (including without limitation payments under the Swing Line) shall be made without setoff or counterclaim, as aforesaid, and, subject to full compliance by each Bank (and each assignee and participant pursuant to Section 13.8) with Section 13.12, without deduction for or on account of any present or future withholding or other taxes of any nature imposed by any governmental authority or of any political subdivision thereof or any federation or organization of which such governmental authority may at the time of payment be a member (other than any net income, net profits or franchise taxes imposed on the Administrative Agent or any Bank as a result of a present or former connection between the Administrative Agent or such Bank and the governmental authority, political subdivision, federation or organization imposing such taxes), unless Company is compelled by law to make payment subject to such tax. In such event, Company shall:
(i) pay to the Administrative Agent for Administrative Agent's ’s own account and/or, as the case may be, for the account of the Banks (and, in the case of Advances of the Swing Line, pay to the Swing Line Bank which funded such Advances) such additional amounts as may be necessary to ensure that the Administrative Agent and/or such Bank or Banks receive a net amount equal to the full amount which would have been receivable had payment not been made subject to such tax; and
(ii) remit such tax to the relevant taxing authorities according to applicable law, and send to the Administrative Agent or the applicable Bank (including the Swing Line Bank) or Banks, as the case may be, such certificates or certified copy receipts as the Administrative Agent or such Bank or Banks shall reasonably require as proof of the payment by the Company, of any such taxes payable by the Company. As used herein, the terms “tax”, “taxes” and “taxation” include all taxes (other than taxes on or measured by the overall income of a Person), levies, imposts, duties, charges, fees, deductions and withholdings and any restrictions or conditions resulting in a charge together with interest (and any taxes payable upon the amounts paid or payable pursuant to this Section 10.1) thereon, or the payment or delivery of funds into or out of any jurisdiction other than the United States (whether assessed against any of the Company, Agent or any of the Banks). Company shall be reimbursed by the applicable Bank for any payment made by Company under this Section 10.1 if the applicable Bank is not in compliance with its obligations under Section 13.12.
Appears in 1 contract
Samples: Credit Agreement (Olympic Steel Inc)
