Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective principal amounts of, or interest on, the Loans, as the case may be, then due and owing to the Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Note, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever any payment of principal of, or interest on, the Base Rate Loans or of fees shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in another calendar month, in which case the date for payment thereof shall be the next preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time. (b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate. (c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Loans, on demand, from the Borrower.
Appears in 1 contract
Samples: 364 Day Revolving Credit Agreement (Burlington Northern Santa Fe Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility fee hereunder or Letter of Credit fee, and any reduction of the Revolving Credit Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Revolving Credit Percentages of the relevant Lenders. Each payment in respect of utilization fees payable hereunder shall be applied to the amounts of such obligations owing to the Lenders PRO RATA according to the respective amounts then due and owing to the Lenders.
(b) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Revolving Credit Loans of the Borrowers shall be made pro rata PRO RATA according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Credit Loans of the case may be, Borrowers then due and owing to held by the Lenders. Each payment in respect of Reimbursement Obligations in respect of any Letter of Credit shall be made to the relevant Issuing Lender.
(c) The application of any payment of Loans shall be made, FIRST, to Base Rate Loans and, SECOND, to Eurodollar Loans. Each payment of the Loans shall be accompanied by accrued interest to the date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the relevant Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Any payment made by the Borrowers after 12:00 Noon, New York City time, on any Business Day shall be deemed to have been made on the next following Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing by a Borrower that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the such Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the such Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by a Borrower prior to the date of any payment due to be made by such Borrower hereunder that such Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that such Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by such Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against such Borrower.
Appears in 1 contract
Samples: Credit Agreement (White Mountains Insurance Group LTD)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans under each Facility shall be made pro rata among the Term Lenders under each such Facility according to the respective outstanding principal amounts of the Term Loans then held by the Term Lenders with respect to each such Facility. The amount of each principal prepayment of the Term Loans under each Facility shall be applied to reduce the then remaining installments of the Term Loans with respect to such Facility pro rata based upon the then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average Federal Funds greater of (i) the NYFRB Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower. deposit for a comparable period with leading banks in the interbank eurodollar market. A certificate setting forth the calculation in reasonable detail as to any amounts payable pursuant to this Section submitted to the Borrower by any Lender shall be conclusive in the absence of manifest error. This covenant shall survive the termination of this Agreement and the payment of the Loans and all other amounts payable hereunder.
Appears in 1 contract
Samples: Credit Agreement (Gartner Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche A Term Loan Percentages, Tranche B Term Loan Percentages or Revolving Credit Percentages, as the case may be, of the relevant Lenders.
(b) Each optional prepayment of Term Loans pursuant to Section 2.9 shall be made pro rata according to the respective outstanding principal amounts of the Tranche A Term Loans then held by the Tranche A Term Loan Lenders and the respective outstanding principal amounts of the Tranche B Term Loans then held by the Tranche B Term Loan Lenders (except as otherwise provided in Section 2.16(d)). Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Tranche A Term Loans shall be made pro rata according to the respective outstanding principal amounts ofof the Tranche A Term Loans then held by the Tranche A Term Loan Lenders, or and each payment (including each prepayment) by the Borrower on account of principal of and interest onon the Tranche B Term Loans shall be made pro rata according to the respective outstanding principal amounts of the Tranche B Term Loans then held by the Tranche B Term Loan Lenders (except as otherwise provided in Section 2.16(d)). Except as otherwise provided in the following sentence, the amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Tranche A Term Loans and Tranche B Term Loans, as the case may be, pro rata based upon the then due remaining principal amount thereof. If any optional prepayment of Term Loans is made pursuant to Section 2.9 at any time other than on a scheduled installment date in respect of the Term Loans, the amount of each principal prepayment of the Term Loans shall be applied to reduce the next originally scheduled installment (unless previously prepaid) of the Tranche A Term Loans and owing the Tranche B Term Loans, as the case may be, pro rata based upon the then remaining principal amount thereof, and, if any such prepayment amount remains after the payment in full (after giving effect to Section 2.16(d)) of the next originally scheduled installment of the Tranche A Term Loans and the Tranche B Term Loans, any such remaining amount shall be applied in the manner set forth in the preceding sentence. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Credit Loans then held by the Revolving Credit Lenders.
(d) Notwithstanding anything to the contrary in Sections 2.9, 2.10 or 2.16, so long as any Tranche A Term Loans are outstanding, each Tranche B Term Loan Lender may, at its option, decline up to 100% of the portion of any optional prepayment or mandatory payment applicable to the Tranche B Term Loans of such Lender; accordingly, with respect to the amount of any optional prepayment described in Section 2.9 or mandatory prepayment described in Section 2.10 that is allocated to Tranche B Term Loans (such amount, the "Prepayment Amount"), at any time when Tranche A Term Loans remain outstanding, the Borrower will, (i) in the case of any optional prepayment which the Borrower wishes to make, not later than three Business Days prior to the date on which the Borrower wishes to make such optional prepayment, and (ii) in the case of any mandatory prepayment required to be made pursuant to Section 2.10, in lieu of applying such amount to the prepayment of Tranche B Term Loans as provided in paragraph Section 2.10(c), on the date specified in Section 2.10 for such prepayment, give the Administrative Agent telephonic notice (promptly confirmed in writing) requesting that the Administrative Agent prepare and provide to each Tranche B Term Loan Lender a notice (each, a "Prepayment Option Notice") as described below. Within two Business Days after receiving such notice from the Borrower, the Administrative Agent will send to each Tranche B Term Loan Lender a Prepayment Option Notice, which shall be in the form of Exhibit G, and shall include an offer by the Borrower to prepay on the date (each a "Prepayment Date") that is two Business Days after the date of the Prepayment Option Notice, the relevant Term Loans of such Lender by an amount equal to the portion of the Prepayment Amount indicated in such Lender's Prepayment Option Notice as being applicable to such Lender's Tranche B Term Loans. On the Prepayment Date, (i) the Borrower shall pay to the Administrative Agent the aggregate amount necessary to prepay that portion of the outstanding relevant Term Loans in respect of which Tranche B Term Loan Lenders have accepted prepayment as described above (such Lenders, the "Accepting Lenders"), and such amount shall be applied to reduce the Prepayment Amount with respect to each Accepting Lender, and (ii) the Borrower shall pay to the Administrative Agent an amount equal to the portion of the Prepayment Amount not accepted by the Accepting Lenders, and such amount shall be applied to the prepayment of the Tranche A Term Loans. Each Tranche B Term Loan Lender that does not return to the Administrative Agent a correctly completed Prepayment Option Notice in accordance with the terms thereof and of this Section 2.16(d) shall receive 100% of the Prepayment Amount allocated to such Tranche B Term Loan Lender on the Prepayment Date.
(e) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bf) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.16(f) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal applicable to ABR Loans under the relevant Facility, within three Business Days after demand from the Borrower.
(g) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the Federal Funds Rate plus date of any payment being made hereunder that the Applicable Margin applicable Borrower will not make such payment to Eurodollar Loansthe Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Panavision Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans, as pro rata based upon the case then remaining principal amount thereof. Amounts repaid or prepaid on account of the Term Loans may be, then due not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Senior Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Senior Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Senior Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Dateavailable to the Senior Administrative Agent, the Senior Administrative Agent may assume that such Lender is making such amount available to the Senior Administrative Agent, and the Senior Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Senior Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Senior Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Senior Administrative Agent in accordance with banking industry rules on interbank compensation for the period until such Lender makes such amount immediately available to the Senior Administrative Agent. A certificate of the Senior Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans Borrowing is not made available to the Senior Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Senior Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Senior Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Senior Administrative Agent, the Senior Administrative Agent may assume that the Borrower is making such payment, and the Senior Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Senior Administrative Agent by the Borrower within three Business Days after such due date, the Senior Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Senior Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing The borrowings on the Closing Date by the Borrower in respect of Revolving Credit Loans, Borrowers from the Lenders hereunder and each payment by the either Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages of the Lenders. .
(b) Each payment (including each prepayment) by the either Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as the case may be, Loans then due and owing to held by the Lenders. The amount of each principal prepayment of the Loans shall be applied to reduce the then remaining installments of the Loans pro rata based upon the then remaining principal amount thereof. Amounts prepaid on account of the Loans may not be reborrowed.
(c) All payments (including prepayments) to be made by the either Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the date borrowing on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Closing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing the Closing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing the Closing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the either Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by either Borrower prior to the date of any payment due to be made by such Borrower hereunder that such Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that such Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by such Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against either Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing borrowing, other than borrowings of Swing Line Loans, by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility fee hereunder or Letter of Credit fee, and any reduction of the Revolving Credit Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Revolving Credit Percentages of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Credit Loans of the Borrower shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Credit Loans of the case may be, Borrower then due and owing to held by the Lenders. Each payment in respect of Reimbursement Obligations in respect of any Letter of Credit shall be made to the relevant Issuing Lender.
(c) The application of any payment of Loans shall be made, first, to Base Rate Loans and, second, to Eurodollar Loans. Each payment of Eurodollar Loans shall be accompanied by accrued interest to the date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the relevant Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Any payment made by the Borrower after 12:00 Noon, New York City time, on any Business Day shall be deemed to have been made on the next following Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Borrower or any Lender has notified the Administrative Agent shall have received notice from the Borrower Agent, prior to the date on which any payment is due required to be made by it to the Lenders hereunder Administrative Agent hereunder, that the Borrower or such Lender, as the case may be, will not make such payment in fullpayment, the Administrative Agent may assume that the Borrower or such Lender, as the case may be, has timely made such payment in full to the Administrative Agent on such date and the Administrative Agent maymay (but shall not be so required to), in reliance upon such assumptionthereon, cause to be distributed to each Lender on such due date an make available a corresponding amount equal to the amount then due such LenderPerson entitled thereto. If and to the extent that such payment was not in fact made to the Administrative Agent in immediately available funds, then:
(i) if the Borrower shall not have so made failed to make such payment, each Lender shall forthwith on demand repay to the Administrative Agent forthwith on demand the portion of such amount distributed assumed payment that was made available to such Lender in immediately available funds, together with interest thereon, for thereon in respect of each day from and including the date such amount was made available by the Administrative Agent to such Lender to the date such amount is distributed to such Lender until the date such Lender repays such amount repaid to the Administrative Agent, Agent in immediately available funds at the Federal Funds Rate.Rate from time to time in effect; and
(cii) Unless the Administrative Agent has received notice from a if any Lender prior failed to a Borrowing Date that make such payment, such Lender will not make available shall forthwith on demand pay to the Administrative Agent the amount that would constitute its share of thereof in immediately available funds, together with interest thereon for the Loans to be period from the date such amount was made on such Borrowing Date, available by the Administrative Agent may assume that such Lender is making to the Borrower to the date such amount available to the Administrative Agent, and is recovered by the Administrative Agent may, in reliance upon such assumption, make available to (the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon “Compensation Period”) at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus from time to time in effect. If such Lender pays such amount to the Applicable Margin Administrative Agent, then such amount shall constitute such Lender’s Revolving Credit Percentage of the Loan included in the applicable borrowing. If such Lender does not pay such amount forthwith upon the Administrative Agent’s demand therefor, the Administrative Agent may make a demand therefor upon the Borrower, and the Borrower shall pay such amount to the Administrative Agent, together with interest thereon for the Compensation Period at a rate per annum equal to the rate of interest applicable to Eurodollar Loansthe applicable borrowing. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Revolving Credit Commitment or to prejudice any rights which the Administrative Agent or the Borrower may have against any Lender as a result of any default by such Lender hereunder. A notice of the Administrative Agent to any Lender or the Borrower with respect to any amount owing under this subsection (e) shall be conclusive, absent manifest error.
(f) The obligations of the Lenders hereunder to make Loans and to fund participations in Letters of Credit and Swing Line Loans are several and not joint. The failure of any Lender to make any Loan or to fund any such participation on demandany date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, from and no Lender shall be responsible for the Borrowerfailure of any other Lender to so make its Loan or purchase its participation.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages, L/C Percentages or Revolving Percentages, as the case may be, of the relevant Lenders.
(b) Except as otherwise provided herein, each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Any prepayment of Loans shall be applied to the then outstanding Term Loans on a pro rata basis regardless of type. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon10:00 A.M., New York City Pacific time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2applicable Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever Any payment received by the Administrative Agent after 10:00 A.M. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be SOFR Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on an SOFR Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the date on which of any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative AgentAgent on such date in accordance with Section 2, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not in fact made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall and the Borrower severally agree to pay to the Administrative Agent, on demand, such corresponding amount with interest thereon thereon, for each day from and including the date on which such amount is made available to the Borrower but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, a rate equal to the daily average greater of (A) the Federal Funds Rate Effective Rate, and (B) a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the rate per annum applicable to ABR Loans under the relevant Facility. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the period until same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender makes pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Lenders hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower is making such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the applicable Issuing Lender, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders or the applicable Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or such Issuing Lender, with interest thereon, for each day from and including the date such amount immediately is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. Nothing herein shall be deemed to limit the rights of Administrative Agent or any Lender against any Loan Party.
(g) If any Lender makes available to the Administrative Agent. A certificate Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Section 2, and such funds are not made available to the Borrower by the Administrative Agent submitted because the conditions to the applicable extension of credit set forth in Section 5.1 or Section 5.2 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.
(h) The obligations of the Lenders hereunder to (i) make Term Loans, (ii) make Revolving Loans, (iii) to fund its participations in L/C Disbursements in accordance with its respective L/C Percentage, (iv) to fund its respective Swingline Participation Amount of any Swingline Loan, and (v) to make payments pursuant to Section 9.7, as applicable, are several and not joint. The failure of any Lender to make any such Loan, to fund any such participation or to make any such payment under Section 9.7 on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Loan, to purchase its participation or to make its payment under Section 9.7.
(i) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.
(j) If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, interest and fees then due hereunder, such funds shall be applied (i) first, toward payment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and (ii) second, toward payment of principal then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal then due to such parties.
(k) If any Lender shall obtain any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of the principal of or interest on any Loan made by it, its participation in the L/C Exposure or other obligations hereunder, as applicable (other than pursuant to a provision hereof providing for non-pro rata treatment), in excess of its Term Percentage, Revolving Percentage or L/C Percentage, as applicable, of such payment on account of the Loans or participations obtained by all of the Lenders, such Lender shall forthwith advise the Administrative Agent of the receipt of such payment, and within five Business Days of such receipt purchase (for cash at face value) from the other Term Lenders, Revolving Lenders or L/C Lenders, as applicable (through the Administrative Agent), without recourse, such participations in the Term Loans or Revolving Loans made by them and/or participations in the L/C Exposure held by them, as applicable, or make such other adjustments as shall be equitable, as shall be necessary to cause such purchasing Lender to share the excess payment ratably with each of the other Lenders in accordance with their respective Term Percentages, Revolving Percentages or L/C Percentages, as applicable; provided, however, that if all or any portion of such excess payment is thereafter recovered by or on behalf of the Borrower from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery, but without interest. The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 2.16(k) may exercise all its rights of payment (including the right of set-off) with respect to any amounts owing under such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation. No documentation other than notices and the like referred to in this subsection Section 2.16(k) shall be required to implement the terms of this Section 2.16(k). The Administrative Agent shall keep records (which shall be conclusive and binding in the absence of manifest error. In addition to, ) of participations purchased pursuant to this Section 2.16(k) and not shall in limitation ofeach case notify the Term Lenders, the foregoingRevolving Lenders or the L/C Lenders, as applicable, following any such purchase. The provisions of this Section 2.16(k) shall not be construed to apply to (i) any payment made by or on behalf of the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender), (ii) the application of Cash Collateral provided for in Section 3.10, or (iii) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans or sub-participations in any L/C Exposure to any assignee or participant, other than an assignment to the Borrower or any Subsidiary thereof (as to which the provisions of this Section shall apply unless such assignment is consented to by the Required Lenders). The Borrower consents on behalf of itself and each other Loan Party to the foregoing and agrees, to the extent it may effectively do so under applicable law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against each Loan Party rights of setoff and counterclaim with respect to such participation as fully as if such Lender's share Lender were a direct creditor of each Loan Party in the amount of such Loans is not made available to participation. For the avoidance of doubt, no amounts received by the Administrative Agent by such or any Lender within three Business Days from any Guarantor that is not a Qualified ECP Guarantor shall be applied in partial or complete satisfaction of such Borrowing Dateany Excluded Swap Obligations.
(l) Notwithstanding anything to the contrary in this Agreement, the Administrative Agent shall also may, in its discretion at any time or from time to time, without the Borrower’s request and even if the conditions set forth in Section 5.2 would not be entitled to recover such satisfied, make a Revolving Loan in an amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus portion of the Applicable Margin applicable Obligations constituting overdue interest and fees and Swingline Loans from time to Eurodollar Loanstime due and payable to itself, on demandany Revolving Lender, from the BorrowerSwingline Lender or any Issuing Lender, and apply the proceeds of any such Revolving Loan to those Obligations; provided that after giving effect to any such Revolving Loan, the aggregate outstanding Revolving Loans will not exceed the Total Revolving Commitments then in effect.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Amounts repaid or prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for such payment thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in another calendar month, in which case the date for payment thereof shall be the next preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Loans, on demand, from the Borrower.Business
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Medical Properties Trust Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansor any Subsidiary Borrower from the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans as directed by the Borrower. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower or any Subsidiary Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteSubsidiary Borrower hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurocurrency Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurocurrency Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower or any Subsidiary Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal up to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower or relevant Subsidiary Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower or relevant Subsidiary Borrower prior to the date of any payment due to be made by the Borrower or such Subsidiary Borrower hereunder that the Borrower or such Subsidiary Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower or such Subsidiary Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower or relevant Subsidiary Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower or any Subsidiary Borrower.
Appears in 1 contract
Samples: Credit Agreement (Cendant Corp)
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Credit Loans (other than Swing Line Loans) by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder shall be made, each payment by the Borrower on account of any facility commitment fee in respect of the Revolving Credit Commitments hereunder shall be allocated by the Administrative Agent, and any reduction of the Revolving Credit Commitments of the Lenders shall be made pro rata allocated by the Administrative Agent, PRO RATA according to the respective relevant Revolving Credit Commitment Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the any Revolving Credit Loans shall be made allocated by the Administrative Agent PRO RATA according to the respective outstanding principal amounts of such Revolving Credit Loans then held by the Revolving Credit Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on any Term Loans shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Term Loans then held by the case may be, then due and owing to the Term Loan Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees fees, Reimbursement Obligations or otherwise, shall be made without deduction, set-off or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the LendersLenders holding the relevant Loans or the L/C Participants, as the case may be, at the Administrative Agent's office specified in subsection 11.2, in Dollars and in immediately available funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the next Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt such Lenders, if any such payment is received prior to 1:00 P.M., New York City time, on a Business Day, in like funds as receivedreceived prior to the end of such Business Day and otherwise the Administrative Agent shall distribute such payment to such Lenders on the next succeeding Business Day. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Domestic Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. Whenever If any payment of principal of, or interest on, the on a Eurodollar Loans or Money Market LIBOR Loans shall be Loan becomes due and payable on a day that is not other than a Eurodollar Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Eurodollar Business Day (and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension) unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share Revolving Credit Commitment Percentage or Term Loan Percentage, as the case may be, of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower in respect of such borrowing a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate Effective Rate, as quoted by the Administrative Agent, in each case for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share Revolving Credit Commitment Percentage or Term Loan Percentage, as the case may be, of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, (x) the Administrative Agent shall notify the Borrower of the failure of such Lender to make such amount available to the Administrative Agent and the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal applicable to the Federal Funds Rate ABR Loans hereunder plus the Applicable Margin applicable to Eurodollar Loanshereunder, on demand, from the Borrower and (y) then the Borrower may, without waiving or limiting any rights or remedies it may have against such Lender hereunder or under applicable law or otherwise, (i) borrow a like amount on an unsecured basis from any commercial bank for a period ending on the date upon which such Lender does in fact make such borrowing available, PROVIDED that at the time such borrowing is made and at all times while such amount is outstanding the Borrower would be permitted to borrow such amount pursuant to subsection 2.1 and/or (ii) take any action permitted by the following subsection 4.8(c).
(c) Notwithstanding anything contained in this Agreement:
(i) If at any time a Revolving Credit Lender shall not make a Revolving Credit Loan required to be made by it hereunder (any such Lender, a "Defaulting Lender"), the Borrower shall have the right to seek one or more Persons reasonably satisfactory to the Administrative Agent and the Borrower to each become a substitute Revolving Credit Lender and assume all or part of the Revolving Credit Commitment of such Defaulting Lender. In such event, the Borrower, the Administrative Agent and any such substitute Revolving Credit Lender shall execute and deliver, and such Defaulting Lender shall thereupon be deemed to have executed and delivered, an appropriately completed Assignment and Acceptance to effect such substitution.
(ii) In determining the Required Collateral Release Lenders or Required Lenders, any Lender that at the time is a Defaulting Lender (and the Loans, Revolving Credit Commitment and/or Term Loan Commitments of such Defaulting Lender) shall be excluded and disregarded. No commitment fee shall accrue for the account of a Defaulting Lender so long as such Lender shall be a Defaulting Lender.
(iii) If at any time the Borrower shall be required to make any payment under any Loan Document to or for the account of a Defaulting Lender, then the Borrower, so long as it is then permitted to borrow Revolving Credit Loans hereunder, may set off and otherwise apply its obligation to make such payment against the obligation of such Defaulting Lender to make such Defaulted Loan. In such event, the amount so set off and otherwise applied shall be deemed to constitute a Revolving Credit Loan by such Defaulting Lender made on the date of such set-off and included within any borrowing of Revolving Credit Loans as the Administrative Agent may reasonably determine.
(iv) If, with respect to any Defaulting Lender, which for the purposes of this subsection 4.8(c)(iii), shall include any Revolving Credit Lender that has taken any action or become the subject of any action or proceeding of a type described in Section 9(f)), the Borrower shall be required to pay any amount under any Loan Document to or for the account of such Defaulting Lender, then the Borrower, so long as it is then permitted to borrow Revolving Credit Loans hereunder, may satisfy such payment obligation by paying such amount to the Administrative Agent, to be (to the extent permitted by applicable law and to the extent not utilized by the Administrative Agent to satisfy obligations of the Defaulting Lender owing to it) held by the Administrative Agent in escrow pursuant to its standard terms (including as to the earning of interest), and applied (together with any accrued interest) by it from time to time to make any Revolving Credit Loans or other payments as and when required to be made by such Defaulting Lender hereunder.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansExcept as otherwise provided herein, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the payable to Lenders shall be made pro rata according to the respective Commitment Outstanding Percentages, Closing Date Percentages or Delayed Draw Percentages, as applicable, of the Lenders. Each relevant Lenders entitled thereto.
(b) Except as otherwise provided herein, each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective Outstanding Percentages of the relevant Lenders entitled thereto. The amount of each principal prepayment of the Loans shall be applied to reduce the then remaining installments of the Loans (i) as directed by the Borrower in the case of prepayments made pursuant to Section 2.8 and (ii) ratably based upon the respective then remaining principal amounts of, or interest on, the Loans, as thereof in the case of prepayments made pursuant to Section 2.9. Amounts prepaid on account of the Loans may be, then due and owing to the Lenders. not be reborrowed.
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Datethe date of borrowing therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days after such date of such Borrowing Dateborrowing, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal applicable thereto, within three Business Days after demand therefor from the Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the Federal Funds Rate plus date of any payment due to be made by the Applicable Margin applicable Borrower hereunder that the Borrower will not make such payment to Eurodollar Loansthe Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(f) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.15(d), 2.15(e) or 9.7, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision of this Agreement), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Sections until all such unsatisfied obligations are fully paid.
Appears in 1 contract
Samples: Credit Agreement (Lear Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective principal amounts of, or interest on, the Loans, as the case may be, then due and owing to the Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Note, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever any payment of principal of, or interest on, the Base Rate Loans or of fees shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in another calendar month, in which case the date for payment thereof shall be the next preceding 38 Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Loans, on demand, from the Borrower.
Appears in 1 contract
Samples: Revolving Credit Agreement (Burlington Northern Santa Fe Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansLoans by the Company from the Revolving Credit Lenders hereunder shall be made, each payment by the Borrower Company on account of any facility commitment fee hereunder in respect of the Revolving Credit Commitments shall be allocated by the Administrative Agent and any reduction of the Revolving Credit Commitments of the Lenders shall be made allocated by the Administrative Agent, pro rata according to the respective Revolving Credit Commitment Percentages of the Revolving Credit Lenders. Each payment (including each prepayment) by the Borrower Company on account of principal of and interest on the Loans any Revolving Credit Loan shall be made allocated pro rata according to the Revolving Credit Commitment Percentages of the Revolving Credit Lenders. Each payment (including each prepayment) by the Company on account of principal of and interest on any Tranche A Term Loans or Tranche B Term Loans shall be allocated by the Administrative Agent pro rata according to their respective principal amounts of, Tranche A Commitment Percentages or interest on, the Loans, as the case may be, then due and owing to the LendersTranche B Commitment Percentages. All payments (including prepayments) to be made by the Borrower Company hereunder or and under any NoteNotes, whether on account of principal, interest, fees fees, Reimbursement Obligations or otherwise, shall be made without deduction, set-off off, recoupment, counterclaim or counterclaim other defense and shall be made prior to 12:00 Noon, New York City (Charlotte, North Carolina time), on the due date thereof to the Administrative Agent, for the account of the Lenders, relevant Lenders at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the next Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Domestic Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. Whenever If any payment of principal of, or interest on, the on a Eurodollar Loans or Money Market LIBOR Loans shall be Loan becomes due and payable on a day that is not other than a Eurodollar Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Eurodollar Business Day (and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension) unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share portion of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, Agent and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Company a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, Agent on demand, demand such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent, in each case with a customary administrative fee with respect thereto. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share portion of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus higher of (i) the Applicable Margin rate specified in the second sentence of this paragraph and (ii) the rate applicable to Eurodollar LoansRevolving Credit Loans that are Base Rate Loans hereunder, on demand, from the BorrowerCompany.
(c) If the Administrative Agent receives funds for application to the Obligations under the Loan Documents under circumstances for which the Loan Documents do not specify the Obligations to which, or the manner in which, such funds are to be applied, the Administrative Agent shall distribute such funds to each Lender ratably in accordance with such Lender's Total Credit Percentage, in repayment or prepayment of such of the outstanding Obligations owed to such Lender, and for application to such principal installments, as the Administrative Agent shall direct.
Appears in 1 contract
Samples: Credit Agreement (Juno Lighting Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans in inverse order of maturity. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Loans, on demand, from the Borrower.the
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Revolving Credit Commitments of the Revolving Lenders shall be made pro rata PRO RATA according to the respective amounts of such Revolving Lenders' Commitment Percentages of the LendersPercentages. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans which are ABR Loans shall be made pro rata PRO RATA according to the respective outstanding principal amounts of, of such ABR Loans then held by the Lenders of the applicable Class. Each payment (including each prepayment) by the Borrower on account of principal of and interest on Loans which are Eurodollar Loans designated by the Borrower to be applied to a particular Eurodollar Borrowing shall be made PRO RATA according to the respective outstanding principal amounts of such Loans then held by the Lenders of the applicable Class. Each payment (including each prepayment) by the Borrower on account of principal of and -45- interest on Swingline Loans shall be made PRO RATA according to the respective outstanding principal amounts of the Swingline Loans or interest on, the Loansparticipating interests therein, as the case may be, then due and owing to held by the relevant Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noonnoon, New York City time, on the due date thereof to the Administrative Agent, for the account of the LendersLenders of the applicable Class, at the Administrative Agent's New York office specified in subsection 11.2, Section 9.01 in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as receivedreceipt. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment Day (and, with respect to payments of principal ofprincipal, or interest on, the Eurodollar Loans or Money Market LIBOR Loans thereon shall be due on a day that is not a Eurodollar Business Day, payable at the date for then applicable rate during such extension) unless the result of such extension would be to extend such payment thereof shall be extended to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless Subject to Section 2.12, unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Dateavailable to the Administrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.13(b) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans Borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Revolving Loans hereunder, on demand, from the Borrower, but without prejudice to any right or claim that the Borrower may have against such Lender.
(c) If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, unreimbursed LC Disbursements, interest and fees then due hereunder, such funds shall be applied (i) first, towards payment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and (ii) second, towards payment of principal and unreimbursed LC Disbursements then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal and unreimbursed LC Disbursements then due to such parties.
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Samples: Credit Agreement (Polymer Group Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche A Term Loan Percentages, Incremental Term Loan Percentages or Revolving Credit Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Loan Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Tranche A Term Loans and Incremental Term Loans, as the case may be, pro rata based upon the respective then due remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on any Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of such Revolving Credit Loans then held by the Revolving Credit Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City timeLocal Time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2applicable Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be LIBOR Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a LIBOR Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.18(e) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower, and, if so recovered, such amount shall no longer be deemed outstanding hereunder.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment being made hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(g) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.18(e), 2.18(f), 2.20(g), 2.20(h) 3.4(a) or 9.7, then the Administrative Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Administrative Agent for the account of such Lender for the benefit of the Administrative Agent or the Issuing Lender to satisfy such Lender’s obligations to it under such Sections until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as Cash Collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each The borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility fee hereunder commitment fee, and any reduction of the Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Loan Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account in respect of principal or interest in respect of and interest on the Loans and each payment in respect of fees payable hereunder shall be made applied to the amounts of such obligations owing to the Lenders pro rata according to the respective principal amounts of, or interest on, the Loans, as the case may be, then due and owing to the Lenders. Each principal prepayment of the Loans shall be allocated among the Lenders pro rata based on the principal amount of Loans held by such Lenders and shall be applied to the installments of such Loans pro rata based on the remaining outstanding principal amount of such installments. Amounts prepaid on account of the Loans may not be reborrowed.
(b) The application of any payment of Loans (including optional and mandatory prepayments) shall be made, first, to Base Rate Loans and, second, to Eurodollar Loans. Each payment of the Loans shall be accompanied by accrued interest to the date of such payment on the amount paid.
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Any payment made by the Borrower after 12:00 Noon, New York City time, on any Business Day shall be deemed to have been made on the next following Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansLoans by any Borrower from the Lenders hereunder shall be made, each payment by the any Borrower on account of any facility commitment fee in respect of the Revolving Credit Commitments hereunder shall be allocated by the Administrative Agent, and any reduction of the Revolving Credit Commitments of the Lenders shall be made pro rata allocated by the Administrative Agent, PRO RATA according to the respective Revolving Credit Commitment Percentages of the Lenders. Each payment (including each prepayment) by the any Borrower on account of principal of and interest on the Loans any Revolving Credit Loan shall be made pro rata allocated by the Administrative Agent PRO RATA according to the respective outstanding principal amounts of, or interest on, the Loans, as the case may be, of such Revolving Credit Loans then due and owing to held by the Lenders. All payments (including prepayments) to be made by the Borrower Borrowers hereunder or and under any NoteRevolving Credit Notes, whether on account of principal, interest, fees fees, Reimbursement Obligations or otherwise, shall be made without deduction, set-off or counterclaim and shall be made prior to 12:00 Noon2:30 p.m., New York City time, on the due date thereof to the Administrative Agent, for the account of the LendersLenders holding the relevant Revolving Credit Loans or the L/C Participants, as the case may be, at the Administrative Agent's office specified in subsection 11.2, in Dollars and in immediately available funds. The Payments received by the Administrative Agent after such time shall distribute such payments be deemed to have been received on the Lenders promptly upon receipt in like funds as receivednext Business Day. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Domestic Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. Whenever If any payment of principal of, or interest on, the on a Eurodollar Loans or Money Market LIBOR Loans shall be Loan becomes due and payable on a day that is not other than a Eurodollar Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Eurodollar Business Day (and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension) unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share Revolving Credit Commitment Percentage of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share Revolving Credit Commitment Percentage of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans hereunder, on demand, from the BorrowerBorrowers.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing borrowing, other than borrowings of Swing Line Loans, by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility fee hereunder or Letter of Credit fee, and any reduction of the Revolving Credit Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Revolving Credit Percentages of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Revolving Credit Loans of the Borrowers shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Credit Loans of the case may be, Borrowers then due and owing to held by the Lenders. Each payment in respect of Reimbursement Obligations in respect of any Letter of Credit shall be made to the relevant Issuing Lender.
(c) The application of any payment of Loans shall be made, first, to Base Rate Loans and, second, to Eurodollar Loans. Each payment of the Eurodollar Loans shall be accompanied by accrued interest to the date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the relevant Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Any payment made by the Borrowers after 12:00 Noon, New York City time, on any Business Day shall be deemed to have been made on the next following Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless a Borrower or any Lender has notified the Administrative Agent shall have received notice from the Borrower Agent, prior to the date on which any payment is due required to be made by it to the Lenders hereunder Administrative Agent hereunder, that such Borrower or such Lender, as the Borrower case may be, will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making Borrower or such amount available to Lender, as the Administrative Agentcase may be, has timely made such payment and the Administrative Agent maymay (but shall not be so required to), in reliance upon such assumptionthereon, make available a corresponding amount to the Borrower a corresponding amountPerson entitled thereto. If and to the extent that such amount is payment was not in fact made available to the Administrative Agent in immediately available funds, then:
(i) if such Borrower failed to make such payment, each Lender shall forthwith on demand repay to the Administrative Agent the portion of such assumed payment that was made available to such Lender in immediately available funds, together with interest thereon in respect of each day from and including the date such amount was made available by the required Administrative Agent to such Lender to the date such amount is repaid to the Administrative Agent in immediately available funds at the Federal Funds Rate from time on to time in effect; and
(ii) if any Lender failed to make such Borrowing Datepayment, such Lender shall forthwith on demand pay to the Administrative AgentAgent the amount thereof in immediately available funds, on demand, such amount together with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes from the date such amount immediately was made available to the Administrative Agent. A certificate of by the Administrative Agent submitted to any Lender with respect such Borrower to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if date such Lender's share of such Loans amount is not made available to recovered by the Administrative Agent by such Lender within three Business Days of such Borrowing Date, (the Administrative Agent shall also be entitled to recover such amount with interest thereon "Compensation Period") at the a rate per annum equal to the Federal Funds Rate plus from time to time in effect. If such Lender pays such amount to the Applicable Margin Administrative Agent, then such amount shall constitute such Lender's Revolving Credit Percentage of the Loan included in the applicable borrowing. If such Lender does not pay such amount forthwith upon the Administrative Agent's demand therefor, the Administrative Agent may make a demand therefor upon such Borrower, and such Borrower shall pay such amount to the Administrative Agent, together with interest thereon for the Compensation Period at a rate per annum equal to the rate of interest applicable to Eurodollar Loansthe applicable borrowing. Nothing herein shall be deemed to relieve any Lender from its obligation to fulfill its Revolving Credit Commitment or to prejudice any rights which the Administrative Agent or the Borrowers may have against any Lender as a result of any default by such Lender hereunder. A notice of the Administrative Agent to any Lender or such Borrower with respect to any amount owing under this subsection (e) shall be conclusive, absent manifest error.
(f) The obligations of the Lenders hereunder to make Loans and to fund participations in Letters of Credit and Swing Line Loans are several and not joint. The failure of any Lender to make any Loan or to fund any such participation on demandany date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, from and no Lender shall be responsible for the Borrowerfailure of any other Lender to so make its Loan or purchase its participation.
Appears in 1 contract
Samples: Credit Agreement (White Mountains Insurance Group LTD)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages Term Percentages, or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, of the Term Loans then held by the Term Lenders. Amounts repaid or prepaid on account of the Term Loans may not be reborrowed. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the then remaining principal amount thereof.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment being made hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Jondex Corp)
Pro Rata Treatment and Payments. (a) Each borrowing The Borrowings by the Borrower in respect Borrowers from the Revolving Credit Lenders of Revolving Credit Loans and from the Term Loan Lenders of Term Loans, each payment by the Borrower on account of any facility fee as applicable, hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages of the Revolving Credit Lenders or the Term Loan Lenders, as applicable. Fees payable pursuant to Sections 2.10(a) and (b) shall be made to the Revolving Credit Lenders pro rata according to the respective Percentages of the Revolving Credit Lenders.
(b) Each payment (including each prepayment) by either Borrower on account of principal of and interest on the Revolving Loans shall be made to the Revolving Credit Lenders pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Trico Marine DIP Credit Agreement Revolving Credit Lenders. Each payment (including each prepayment) by the either Borrower on account of principal of and interest on the Term Loans shall be made to the Term Loan Lenders pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Term Loans then held by the case may be, then due and owing to the Term Loan Lenders. .
(c) All payments (including prepayments) to be made by the either Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the date on which of any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a proposed Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Dateavailable to the Administrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on the date of such Borrowing DateBorrowing, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection clause (d) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's Xxxxxx’s share of such Loans Borrowing is not made available to the Administrative Agent by such Lender within three Business Days of the date of such Borrowing DateBorrowing, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the either Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by either Borrower prior to the date of any payment due to be made by such Borrower hereunder that such Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that such Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by such Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against either Borrower.
(f) If and to the extent any payment owed to any Agent or any Lender is not made when due, each Credit Party hereby authorizes such Agent and such Lender, subject to any notice period provided in the DIP Order then in effect, to setoff and charge any amount so due against any Deposit Account maintained by such Credit Party with such Agent or such Lender, or cause to be debited any Trico Marine DIP Credit Agreement Lockbox Account or Blocked Account for any amount so due and apply such debited amount to payment of the amount so due, whether or not the deposit therein is then due, such set off and charge to be applied as contemplated by this Section.
(g) Subject to the provisions of Section 2.13(h) (and except as otherwise provided in Section 2.6), all payments and any other amounts received by the Administrative Agent from or for the benefit of the Borrowers or any other Credit Party shall be applied first, to pay principal of and interest on any portion of the Loans which the Administrative Agent may have advanced pursuant to the express provisions of this Agreement on behalf of any Lender, for which the Administrative Agent has not then been reimbursed by such Lender or the Borrowers; second, to pay all other Obligations then due and payable; and third, as the Borrowers so designate.
(h) After the occurrence and during the continuance of an Event of Default, the Borrowers hereby irrevocably waive the right to direct the application of any and all payments in respect of the Obligations and any Proceeds of Collateral, and agree that the Administrative Agent may, and shall upon either (A) the written direction of the Majority Revolving Lenders or Majority Term Lenders or (B) the acceleration of the Obligations pursuant to Section 7, apply or cause to be applied, and the Agents agree to act in good faith to permit and facilitate such application of, all payments in respect of any Obligations and all funds on deposit in any Cash Collateral Account, Lockbox Account, Blocked Account or Control Account (including all proceeds arising from a Reinvestment Event that are held in the Cash Collateral Account pending application of such proceeds as specified in a Reinvestment Notice) and all other Proceeds of Collateral in the following order:
(i) first, to pay interest on and then principal of any portion of the Revolving Loans which the Administrative Agent may have advanced on behalf of any Lender for which the Administrative Agent has not then been reimbursed by such Xxxxxx or the Borrowers;
(ii) second, to pay Obligations in respect of any expense reimbursements or indemnities then due the Agents;
(iii) third, to pay Obligations in respect of any expense reimbursements or indemnities then due to the Lenders;
(iv) fourth, to pay Obligations in respect of any fees then due to the Administrative Agent and the Lenders;
(v) fifth, to pay interest then due and payable in respect of the Revolving Loans;
(vi) sixth, to pay or prepay principal payments on the Revolving Loans, ratably to the aggregate principal amount of such Loans, and Secured Obligations owing with respect to Specified Hedge Agreements;
(vii) seventh, to pay interest then due and payable in respect of the Term Loans;
(viii) eighth, to pay or prepay principal payments on the Term Loans, ratably to the aggregate principal amount of such Loans; and
(ix) ninth, to the ratable payment of all other Obligations; Trico Marine DIP Credit Agreement provided, however, that if sufficient funds are not available to fund all payments to be made in respect of any of the Obligations described in any of the foregoing clauses first through ninth, the available funds being applied with respect to any such Obligation (unless otherwise specified in such clause) shall be allocated to the payment of such Obligations ratably, based on the proportion of the Agents’ and each Lender’s interest in the aggregate outstanding Obligations described in such clauses. The order of priority set forth in clauses first through ninth of this Section 2.13(h) may at any time and from time to time be changed by the agreement of all of the Lenders without necessity of notice to or consent of or approval by the Borrowers, or any other Person. The order of priority set forth in clauses first through fourth of this Section 2.13(h) may be changed only with the prior written consent of the Agents in addition to all the Lenders.
(i) Subject to Sections 2.13(g) and (h), and except to the extent waived from time to time by the Majority Lenders, all funds deposited into any Lockbox Account or Blocked Account (other than Permitted Local Currency Accounts and Permitted Local Dollar Accounts) on any Business Day shall be transferred to the Cash Collateral Account on such Business Day. All funds deposited into the Cash Collateral Account on any Business Day shall be applied by the Administrative Agent on such Business Day:
(i) first, to repay the outstanding principal balance of Revolving Loans until the Revolving Loans have been paid in full;
(ii) second, to any other Obligation then due and payable; and
(iii) third, if any funds remain on deposit thereafter, at the direction of either Xxxxxxxx. The Administrative Agent agrees to so apply such funds and the Agents, the Borrowers and each Guarantor agree to such application and the Agents agree to act in good faith to permit and facilitate such application. All amounts received directly by any Credit Party from any Account Debtor, in addition to all other cash Proceeds from the Collateral (subject to Sections 2.6(a) and (c)), shall be held in trust by such Credit Party and promptly deposited into the Cash Collateral Account.
(j) All funds deposited into the Cash Collateral Account, any Lockbox Account, any Blocked Account or any Control Account shall immediately and at all times be under the sole dominion and control of the Senior Collateral Agent. The Agents assume no responsibility for the Cash Collateral Account, the Lockbox Accounts, the Blocked Accounts or the Control Accounts or the Control Accounts, including any claim of accord and satisfaction or release with respect to deposits accepted by the Lockbox Account Banks, Blocked Account Banks or Approved Securities Intermediaries thereunder.
(k) The Borrowers and Guarantors hereby authorize the Agents and/or each Lender to charge from time to time against any or all of either Borrower’s or any Guarantor’s Deposit Accounts or other accounts with any Agent or such Lender, or under the dominion and control of any Agent, any of the Obligations which are then due and payable. Each Lender receiving any payment as a result of charging any such account shall promptly notify the Administrative Agent thereof and make such arrangements as the Administrative Agent shall request to share the benefit thereof in accordance with Section 12.7. Trico Marine DIP Credit Agreement
Appears in 1 contract
Samples: Secured Super Priority Debtor in Possession Credit Agreement (Trico Marine Services Inc)
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Credit Loans by the Borrower in respect of Revolving Credit from the Lenders hereunder (other than Swing Line Loans, ) and each payment by the Borrower on account of any facility commitment fee hereunder and any reduction in respect of the Revolving Credit Commitments of the Lenders hereunder shall be made pro rata according to the respective Commitment Revolving Credit Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of the Revolving Credit Loans shall be made first to the repayment of Swing Line Loans before any payment may be made on account of the principal of the Revolving Credit Loans. Subject to the immediately foregoing sentence, each payment (including each prepayment) by the Borrower on account of the principal of and interest on the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as the case may be, Revolving Credit Loans then due and owing to held by the Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-set off or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.210.2, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share Percentage of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share Revolving Credit Percentage of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans hereunder, on demand, from the Borrower.. Nothing contained in this subsection 2.11
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Commitment Revolving Percentages of the relevant Lenders.
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on any series of Incremental Term Loans shall be made pro rata according to the respective outstanding principal amounts of the Incremental Term Loans of such series then held by the Incremental Term Lenders. The amount of each principal prepayment of the Incremental Term Loans of any series shall be applied to reduce the then remaining installments of the Incremental Term Loans of such series pro rata based upon the respective then remaining principal amounts thereof. Amounts prepaid on account of the Incremental Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received, net of any amounts owing by such Lender pursuant to Section 9.7. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(g) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.11(e), 2.11(f), 2.13(e), 3.4(a) or 9.7, then the Administrative Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Administrative Agent for the account of such Lender for the benefit of the Administrative Agent or the Issuing Lender to satisfy such Lender’s obligations to it under such Sections until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.
Appears in 1 contract
Samples: Credit Agreement (AOL Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Revolving Credit Commitments of the Revolving Lenders shall be made pro rata according to the respective amounts of such Revolving Lenders’ Commitment Percentages of the LendersPercentages. Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Loans which are ABR Loans shall be made pro rata according to the respective outstanding principal amounts of, of such ABR Loans then held by the Lenders of the applicable Class. Each payment (including each prepayment) by the Borrowers on account of principal of and interest on Loans which are Eurodollar Loans designated by the Borrowers to be applied to a particular Eurodollar Borrowing shall be made pro rata according to the respective outstanding principal amounts of such Loans then held by the Lenders of the applicable Class. Each payment (including each prepayment) by the Borrowers on account of principal of and interest on Swingline Loans shall be made pro rata according to the respective outstanding principal amounts of the Swingline Loans or interest on, the Loansparticipating Table of Contents interests therein, as the case may be, then due and owing to held by the relevant Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noonnoon, New York City time, on the due date thereof to the Administrative Agent, for the account of the LendersLenders of the applicable Class, at the Administrative Agent's ’s New York office specified in subsection 11.2, Section 9.01 in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders entitled thereto in the same currency as received and promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment Day (and, with respect to payments of principal ofprincipal, or interest on, the Eurodollar Loans or Money Market LIBOR Loans thereon shall be due on a day that is not a Eurodollar Business Day, payable at the date for then applicable rate during such extension) unless the result of such extension would be to extend such payment thereof shall be extended to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment Notwithstanding the foregoing, to the extent the provisions of principal of, or interest onthis Section 2.13 are inconsistent with the provisions of Section 1.04, the Money Market Absolute Rate Loans provisions of Section 1.04 shall be due on a day that is not a Domestic Business Day, the date controlling for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment all purposes of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended timethis Agreement.
(b) Unless Subject to Section 2.12, unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Dateavailable to the Administrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.13(b) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans Borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Revolving Loans hereunder, on demand, from the BorrowerBorrowers, but without prejudice to any right or claim that the Borrowers may have against such Lender.
(c) If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, unreimbursed LC Disbursements, interest and fees then due hereunder, such funds shall be applied (i) first, towards payment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and (ii) second, towards payment of principal and unreimbursed LC Disbursements then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal and unreimbursed LC Disbursements then due to such parties.
Appears in 1 contract
Samples: Credit Agreement (Consolidated Communications Illinois Holdings, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect optional prepayment of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders Term Loans pursuant to Section 2.5 shall be made pro rata according to the respective Commitment Percentages outstanding principal amounts of the Term Loans then held by the Term Loan Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest onof the Term Loans then held by the Term Loan Lenders. Except as otherwise provided in the following sentence, the amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the then remaining principal amount thereof. If any optional prepayment of Term Loans is made pursuant to Section 2.5 at any time other than on a scheduled installment date in respect of the Term Loans, as the case amount of each principal prepayment of the Term Loans shall be applied to reduce the next originally scheduled installment (unless previously prepaid) of the Term Loans pro rata based upon the then remaining principal amount thereof, and, if any such prepayment amount remains after the payment in full of the next originally scheduled installment of the Term Loans, any such remaining amount shall be applied in the manner set forth in the preceding sentence. Amounts repaid or prepaid on account of the Term Loans may be, then due and owing to the Lenders. not be reborrowed.
(b) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the ratable account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bc) Unless the Administrative Agent shall have received notice from been notified in writing by the Borrower prior to the date on which of any payment is due to the Lenders being made hereunder that the Borrower will not make such payment in fullto the Administrative Agent, the Administrative Agent may assume that the Borrower has made is making such payment in full to the Administrative Agent on such date payment, and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower but shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent mayrequired to, in reliance upon such assumption, make available to the Borrower Lenders their respective pro rata shares of a corresponding amount. If such amount payment is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender Borrower within three Business Days of such Borrowing Daterequired date, the Administrative Agent shall also be entitled to recover recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Rate plus Effective Rate. Nothing herein shall be deemed to limit the Applicable Margin applicable to Eurodollar Loans, on demand, from rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Panavision Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each the payment by the Borrower on account of any facility fee hereunder the Ticking Fee and any reduction of the any Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages Applicable Percentage or Applicable Loan Percentage, as the case may be, of the Appropriate Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective principal amounts of, or interest on, Applicable Loan Percentage of the Loans, as the case may be, then due and owing to the Appropriate Lenders. .
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon11:00 A.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received, net of any amounts owing by such Lender pursuant to Section 8.7. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Term Benchmark Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Term Benchmark Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Datethe relevant borrowing date therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average Federal Funds greater of (X) the NYFRB Rate and (Y) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's Xxxxxx’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Daterelevant borrowing date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar ABR Loans, on demand, from the Borrower. Nothing in this paragraph shall be deemed to relieve any Lender from its obligation to fulfill its Commitments hereunder or to prejudice any rights that the Borrower may have against any Lender as a result of any default by such Lender hereunder.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average NYFRB Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(f) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.17(d), 2.17(e), 2.19(d) or Section 8.7, then the Administrative Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Administrative Agent for the account of such Lender for the benefit of the Administrative Agent to satisfy such Lender’s obligations to it under such Sections until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.
Appears in 1 contract
Samples: Term Loan Facility (Synopsys Inc)
Pro Rata Treatment and Payments. (a) Each Except in the case of the Incremental Term Facility, each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages Term B Commitments or Revolving Commitments, as the case may be, of the relevant Lenders. Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term B Loans and Incremental Term Loans, as the case may be, pro rata based upon the then due remaining principal amount thereof. Amounts prepaid on account of the Term Loans may not be reborrowed. Each payment (including each prepayment) by the Borrowers on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City Chicago time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended time.
(b) extension. Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such amount is not 110 31 made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the BorrowerBorrowers. Unless the Administrative Agent shall have been notified in writing by the Borrowers prior to the date of any payment being made hereunder that the Borrowers will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrowers are making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrowers within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against any of the Borrowers.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Term Loan Commitments, Bridge Loan Commitments or the Revolving Credit Commitments of the Lenders shall be made pro rata according to the respective Term Loan Commitment Percentages, Bridge Loan Commitment Percentages or Revolving Credit Commitment Percentages, as applicable, of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans, the Bridge Loans or the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest onof the Term Loans, the Bridge Loans or the Revolving Credit Loans, as the case may beapplicable, then due and owing to held by the Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-set- off or counterclaim and shall be made prior to 12:00 Noonnoon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Section 13.2, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, month in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share Term Loan Commitment Percentage, Bridge Loan Commitment Percentage or Revolving Credit Commitment Percentage, as applicable, of such borrowing available to the Loans to be made on such Borrowing DateAgent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share Term Loan Commitment Percentage, Bridge Loan Commitment Percentage or Revolving Credit Commitment Percentage, as applicable, of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans hereunder, on demand, from the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made prorata according to the respective outstanding principal amounts of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans, as the case may be, pro rata based upon the then remaining principal amount thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City Charlotte, North Carolina time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment being made hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Inamed Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Commitment Dollar Revolving Percentages or Multicurrency Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective principal amounts of, Dollar Revolving Percentages or interest on, the LoansMulticurrency Revolving Percentages, as the case may be, then due and owing to of the relevant Lenders. .
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrower, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2its New York Funding Office, in Dollars and in immediately available funds (or, in the case of principal or interest relating to Foreign Currency Loans, prior to 12:00 Noon, London time, on the due date thereof to the Administrative Agent, for the account of the Multicurrency Lenders, at its London Funding Office, in the relevant Foreign Currency and in immediately available funds). The Administrative Agent shall distribute such payments to the Lenders entitled to receive the same promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurocurrency Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurocurrency Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, Agent and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, (i) in the case of amounts denominated in Dollars, such amount with interest thereon at a rate equal to the daily average greater of (X) the Federal Funds Effective Rate and (Y) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent or (ii) in the case of amounts denominated in Foreign Currencies, such amount with interest thereon at a rate determined by the Administrative Agent to be the cost to it of funding such amount until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover (i) in the case of amounts denominated in Dollars, such amount with interest thereon at the rate per annum applicable to ABR Loans, on demand, from the Company or (ii) in the case of amounts denominated in Foreign Currencies, such amount with interest thereon at a rate determined by the Administrative Agent to be the cost to it of funding such amount, on demand, from the relevant Foreign Subsidiary Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by a Borrower prior to the date of any payment due to be made by such Borrower hereunder that such Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that such Borrower is making such payment, and the Administrative Agent, may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the relevant Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, (i) in the case of amounts denominated in Dollars, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate plus and (ii) in the Applicable Margin applicable case of amounts denominated in Foreign Currencies, such amount with interest thereon at a rate per annum determined by the Administrative Agent to Eurodollar Loansbe the cost to it of funding such amount. Nothing herein shall be deemed to limit the rights of the Administrative Agent, on demand, from the or any Lender against any Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche B Term Percentages or Delayed Draw Term Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans then held by the Lenders. The amount of each principal prepayment of the Loans shall be applied to reduce the then remaining installments of the Tranche B Term Loans and Delayed Draw Term Loans, as the case may be, pro rata based upon the respective then due and owing to remaining principal amounts thereof. Amounts prepaid on account of the Lenders. Loans may not be reborrowed.
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon3:00 p.m., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's Xxxxxx’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar ABR Loans, on demand, from the Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Term Loan Agreement
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of from the Revolving Credit LoansLenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder in respect of the Revolving Commitments and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages Revolving Commitments of the Revolving Lenders. Each borrowing by the Borrower from the New Term Lenders hereunder shall be made pro rata according to the New Term Commitments of the New Term Lenders.
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the then remaining principal amount of such installments. Amounts repaid or prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower. Nothing in this paragraph shall be deemed to limit the rights of the Administrative Agent or the Borrower against any Lender.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment being made hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction -------------------------------- of the Credit Commitments of the Lenders shall be made pro rata according to the --- ---- amounts of the Lenders' Commitment Percentages. Each payment (including each prepayment) by a Borrower on account of principal of and interest on Loans which are ABR Loans shall be made pro rata according to the respective Commitment Percentages outstanding --- ---- principal amounts of such ABR Loans then held by the Lenders. Each payment (including each prepayment) by the a Borrower on account of principal of and interest on the Loans which are Eurocurrency Loans designated by a Borrower to be applied to a particular Eurocurrency Borrowing shall be made pro rata according --- ---- to the respective outstanding principal amounts ofof such Eurocurrency Loans then held by the Lenders; provided that with respect to a single Multicurrency -------- Borrowing payments made in the specific currency of Eurocurrency Loans that are part of such Multicurrency Borrowing shall be applied pro rata according to the --- ---- outstanding principal amount of all Eurocurrency Loans included in such Multicurrency Borrowing that are denominated in such currency; provided further ---------------- that if payments designated by the Borrower for a particular Multicurrency Borrowing are not denominated in the appropriate currencies required by the next sentence such that each Lender's Credit Exposure will be reduced pro rata in --- ---- accordance with the Lenders' Commitment Percentages, or interest onthen, the Loans, as Administrative Agent shall convert a portion of such payments into the case may be, then due and owing currencies required to the Lendersso reduce each Lender's Credit Exposure pro rata after application of all such --- ---- payments. All payments (including prepayments) to be made by the a Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-set off or counterclaim and shall be made prior to 12:00 Noon10:00 a.m., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's New York office specified in subsection 11.2Section 10.01, in Dollars the currency in which the applicable Obligation is denominated and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurocurrency Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a Eurocurrency Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment Day (and, with respect to payments of principal ofprincipal, or interest on, the Eurodollar Loans or Money Market LIBOR Loans thereon shall be due on a day that is not a Eurodollar Business Day, payable at the date for then applicable rate during such extension) unless the result of such extension would be to extend such payment thereof shall be extended to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless Subject to Section 2.10, unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.11(b) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans hereunder, on demand, from the relevant Borrower, but without prejudice to any right or claim that such Borrower may have against such Lender.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Crown Cork & Seal Co Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Amounts repaid or prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in US Dollars (except as otherwise provided in Section 3.5) and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Serologicals Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the U.S. Borrower in respect of Revolving Credit Loans, each payment by from the Borrower on account of any facility fee hereunder Lenders with Tranche A Loan Commitments and any reduction of the Commitments of the Lenders thereof shall be made pro rata according to the respective Tranche A Loan Commitment Percentages of the such Lenders. Each borrowing by the Ireland Borrower from the Lenders with Tranche B Loan Commitments and any reduction thereof shall be made pro rata according to the respective Tranche B Loan Commitment Percentages of such Lenders.
(b) Except as otherwise provided in Section 2.19, each payment (including each prepayment) by the a Borrower on account of principal of and interest on the Tranche A Loans or Tranche B Loans, as applicable, shall be made pro rata according to the respective outstanding principal amounts of, of the Tranche A Loans or interest on, the Tranche B Loans, as the case may beapplicable, then due and owing to held by the Lenders. The Administrative Agent shall distribute payments received by it in relation to all or any part of the Tranche B Loan Note to the relevant Lenders indicated in the records of the Administrative Agent as being so entitled on that date.
(c) All payments (including prepayments) to be made by the a Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon4:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received, net of any amounts owing by such Lender pursuant to Section 9.7. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Term Benchmark Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Term Benchmark Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's Xxxxxx’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR borrowings, on demand, from the applicable Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrower Representative prior to 12:00 Noon, New York City time on the date of any payment due to be made by the applicable Borrower hereunder that such Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that such Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the relevant Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the applicable Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing in this Section 2.13(e) shall be deemed to limit the rights of the Administrative Agent or any Lender against the applicable Borrower.
(f) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.13(d), 2.13(e), 2.15(e) or 9.7, then the Administrative Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Administrative Agent for the account of such Lender for the benefit of the Administrative Agent to satisfy such Lender’s obligations to it under such Sections until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.
Appears in 1 contract
Samples: Credit Agreement (Air Lease Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans hereunder, each participation in Swing Line Loans, each payment by the Borrower on account of any facility fee hereunder and any participation in Credits, each reduction of the Commitments Total Commitment and each payment of the Lenders fees under Section 3.4(a) and Section 4.2 shall be made pro rata according to the respective Commitment Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans and Reimbursement Obligations shall be made pro rata according to the respective outstanding principal amounts ofof the Revolving Loans and Reimbursement Obligations (or participations therein) then held by the Lenders, or interest onbut principal payments shall be applied first to Reimbursement Obligations, the second to Base Rate Loans, as the case may be, then due and owing third to the Lenders. LIBO Rate Loans.
(b) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off or counterclaim and shall be made prior to 12:00 Noon3:00 p.m., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's ’s office specified in subsection Section 11.2, in United States Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received, and notify the Lenders of such distribution promptly thereafter. Whenever If any payment of principal of, or interest on, the Base hereunder (other than payments on LIBO Rate Loans or of fees shall be Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a LIBO Rate Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day unless the result of such extension would be to extend such payment into another calendar month in which event such payment shall be made on the immediately preceding Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in another calendar month, in which case the date for payment thereof shall be the next preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisesentence, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Ratethen applicable rate during such extension.
(c) Unless the Administrative Agent has received notice from a shall have been notified in writing by any Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share Commitment Percentage of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate or such higher overnight rate then in effect in accordance with banking industry rules or standard practices in New York, New York on interbank compensation, as determined by the Administrative Agent for the period until such Lender makes such amount immediately available to the Administrative Agent plus any administrative, processing or similar fees charged in accordance with banking industry standard practices in New York, New York, as determined by the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 4.11 shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share ’s Commitment Percentage of such Loans borrowing is not made available to the Administrative Agent by such Lender within three (3) Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount for its own account with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the Borrower. The failure by any Lender to make a payment required under this Agreement or any other Loan Document, whether on account of any Loan, Credit or otherwise, shall not affect the obligations of any other Lender under this Agreement or the other Loan Documents, and no Lender shall be responsible for the failure of any other Lender to comply with its obligations under this Agreement or any other Loan Document or be released from its obligations hereunder or thereunder as a result thereof.
Appears in 1 contract
Samples: Credit Agreement (Green Plains Renewable Energy, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages, L/C Percentages or Revolving Percentages, as the case may be, of the relevant Lenders.
(b) Except as otherwise provided herein, each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Any prepayment of Loans shall be applied to the then outstanding Term Loans on a pro rata basis regardless of type. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon10:00 A.M., New York City Pacific time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2applicable Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever Any payment received by the Administrative Agent after 10:00 A.M. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be SOFR Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on an SOFR Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the date on which of any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative AgentAgent on such date in accordance with Section 2, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not in fact made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall and the Borrower severally agree to pay to the Administrative Agent, on demand, such corresponding amount with interest thereon thereon, for each day from and including the date on which such amount is made available to the Borrower but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, a rate equal to the daily average greater of (A) the Federal Funds Rate Effective Rate, and (B) a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the rate per annum applicable to ABR Loans under the relevant Facility. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the period until same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender makes pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Lenders hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower is making such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the applicable Issuing Lender, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders or the applicable Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or such Issuing Lender, with interest thereon, for each day from and including the date such amount immediately is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. Nothing herein shall be deemed to limit the rights of Administrative Agent or any Lender against any Loan Party.
(g) If any Lender makes available to the Administrative Agent. A certificate of the Administrative Agent submitted funds for any Loan to any be made by such Lender with respect to any amounts owing under this subsection shall be conclusive as provided in the absence foregoing provisions of manifest error. In addition tothis Section 2, and not in limitation of, the foregoing, if such Lender's share of such Loans is funds are not made available to the Borrower by the Administrative Agent by such Lender within three Business Days because the conditions to the applicable extension of such Borrowing Datecredit set forth in Section 5.1 or Section 5.2 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall also be entitled return such funds (in like funds as received from such Lender) to recover such amount with interest thereon at Lender, without interest.
(h) The obligations of the rate per annum equal Lenders hereunder to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar (i) make Term Loans, on demand(ii) make Revolving Loans, from the Borrower.(iii) to fund its participations in L/C Disbursements in accordance with its respective L/C Percentage, (iv) to fund its respective Swingline Participation Amount of any Swingline Loan, and
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages of the Lenders. Each payment (including each ------------------------------- prepayment) by the Borrower on account of principal of and interest on the Facility A Loans or the Facility B Loans shall be made pro rata among the Lenders according to the respective principal amounts of, ratio that the Facility A Commitment or interest on, the LoansFacility B Commitment, as applicable, of each Lender bears to the case may beaggregate of the Facility A Commitments or the Facility B Commitments, then due and owing to as applicable, of all of the Lenders. All payments (including prepayments) to be made by the Borrower hereunder or and under any Notethe Notes, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon10:00 a.m., New York City San Francisco time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at to such account as the Administrative Agent's office specified Agent shall specify to the Borrower in subsection 11.2writing, in Dollars and in immediately available funds; provided, however, that the Borrower hereby authorizes each Lender, if and to -------- ------- the extent that any such payment is not made to the Agent when due hereunder, to charge from time to time against any or all of the Borrower's accounts with such Lender any payment so due. All payments due to the Lenders from the Borrower hereunder shall be deemed paid when received by the Agent for distribution to the Lenders. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be LIBOR Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for such payment thereof shall be extended to the next succeeding Domestic Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. Whenever If any payment of principal of, or interest on, the Eurodollar Loans or Money Market on a LIBOR Loans shall be Loan becomes due and payable on a day that is not other than a Eurodollar Business Day, the date for payment maturity thereof shall be extended to the next succeeding Eurodollar Business Day (and interest shall continue to accrue thereon at the applicable rate) unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Loans, on demand, from the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Tranche A Term Loan Commitments, Tranche B Term Loan Commitments or the Revolving Credit Commitments of the Lenders shall be made pro rata according to the respective Tranche A Term Loan Commitment Percentages, Tranche B Term Loan Commitment Percentages or Revolving Credit Commitment Percentages, as applicable, of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Tranche A Term Loans, Tranche B Term Loans or the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts ofof the Tranche A Term Loans, Tranche B Term Loans or interest on, the Revolving Credit Loans, as the case may beapplicable, then due and owing to held by the Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off or counterclaim and shall be made prior to 12:00 Noonnoon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Section 12.2, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, month in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share Tranche A Term Loan Commitment Percentage, Tranche B Term Loan Commitment Percentage or Revolving Credit Commitment Percentage, as applicable, of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share Tranche A Term Loan Commitment Percentage, Tranche B Term Loan Commitment Percentage or Revolving Credit Commitment Percentage, as applicable, of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans hereunder, on demand, from the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans, as the case may be, pro rata based upon the then due remaining principal amount thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City Charlotte, North Carolina time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment being made hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Inamed Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche A Term Loan Percentages, Tranche B Term Loan Percentages or Revolving Credit Percentages, as the case may be, of the relevant Lenders.
(b) amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Tranche A Term Loans and Tranche B Term Loans, as the case may be, pro rata based upon the then remaining principal amount thereof. Amounts prepaid on account of the Tranche B Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Credit Loans then held by the case may be, then due and owing to the Revolving Credit Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Payments received after such time shall be deemed to have been received on the next Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.16(e) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall promptly notify the Borrowers and shall also be entitled to recover such amount with interest thereon at the rate per annum equal applicable to Base Rate Loans under the relevant Facility, payable within 2 days from demand, from the Borrowers. 40 35
(f) Unless the Administrative Agent shall have been notified in writing by the Borrowers prior to the Federal Funds Rate plus date of any payment being made hereunder that the Applicable Margin applicable Borrowers will not make such payment to Eurodollar Loansthe Administrative Agent, the Administrative Agent may assume that the Borrowers are making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrowers within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the Borrowerpreceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrowers.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment L/C Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) [Reserved].
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon, New York City time, 10:00 A.M. on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available fundsfunds(except as otherwise provided herein with respect to Letters of Credit denominated in an Alternative Currency) and in Same Day Funds. If, for any reason, the Borrower is prohibited by any Applicable Law from making any required payment hereunder in an Alternative Currency, the Borrower shall make such payment in Dollars in the Dollar Equivalent of the Alternative Currency payment amount. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever Any payment in Dollars received by the Administrative Agent after 10:00 A.M. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. All payments received by the Administrative Agent after the Applicable Time specified by the Administrative Agent, in the case of payments in an Alternative Currency, shall in each case be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the proposed date on which of any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making has made such amount available to the Administrative AgentAgent on such date in accordance with Section 2, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not in fact made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall and the Borrower severally agree to pay to the Administrative Agent forthwith, on demand, such corresponding amount with interest thereon, for each day from and including the date on which such amount is made available to the Borrower but excluding the date of payment to the Administrative Agent, on demandat (i) in the case of a payment to be made by such Lender, such amount with interest thereon at a rate equal to the daily average greater of (A) the Federal Funds Effective Rate and (B) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the rate per annum applicable to ABR Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the period until same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender makes pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Lender hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the Issuing Lender, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders or the Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or Issuing Lender, with interest thereon, for each day from and including the date such amount immediately is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. Nothing herein shall be deemed to limit the rights of Administrative Agent or any Lender against the Borrower.
(g) If any Lender makes available to the Administrative Agent. A certificate Agent funds for any Loan to be made by such Xxxxxx as provided in the foregoing provisions of this Section 2, and such funds are not made available to the Borrower by the Administrative Agent submitted because the conditions to the applicable extension of credit set forth in Section 5.1 or Section 5.2 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.
(h) The obligations of the Lenders hereunder to (i) make Revolving Loans, (ii) to fund its participations in L/C Disbursements in accordance with its respective L/C Percentage, (iii) to fund its respective Swingline Participation Amount of any Swingline Loan, and (iv) to make payments pursuant to Section 9.7, as applicable, are several and not joint. The failure of any Lender to make any such Loan, to fund any such participation or to make any such payment under Section 9.7 on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Loan, to purchase its participation or to make its payment under Section 9.7.
(i) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.
(j) If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, interest and fees then due hereunder, such funds shall be applied (i) first, toward payment of interest and, fees, Overdvances and Protective Overadvances then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and, fees, Overdvances and Protective Overadvances then due to such parties, and (ii) second, toward payment of principal then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal then due to such parties.
(k) If any Lender shall obtain any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of the principal of or interest on any Revolving Loan made by it, its participation in the L/C Exposure or other obligations hereunder, as applicable (other than pursuant to a provision hereof providing for non-pro rata treatment), in excess of its Revolving Percentage or L/C Percentage, as applicable, of such payment on account of the Revolving Loans or participations obtained by all of the Lenders, such Lender shall (a) notify the Administrative Agent of the receipt of such payment, and (b) within 5 Business Days of such receipt purchase (for cash at face value) from the Revolving Lenders or L/C Lenders, as applicable (through the Administrative Agent), without recourse, such participations in the Revolving Loans made by them and/or participations in the L/C Exposure held by them, as applicable, or make such other adjustments as shall be equitable, as shall be necessary to cause such purchasing Lender to share the excess payment ratably with each of the other Lenders in accordance with their respective Revolving Percentages or L/C Percentages, as applicable; provided, however, that (i) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to the extent of such recovery, without interest and (ii) the provisions of this paragraph shall not be construed to apply to (x) any payment made by the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender) or (y) any payment obtained by a Lender as consideration for the assignment or sale of a participation in any of its Revolving Loans or participations in L/C Disbursements to any assignee or participant, other than to the Borrower or any Subsidiary thereof (as to which the provisions of this paragraph shall apply). The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 2.18(k) may exercise all its rights of payment (including the right of set-off) with respect to any amounts owing under such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation. No documentation other than notices and the like referred to in this subsection Section 2.18(k) shall be required to implement the terms of this Section 2.18(k). The Administrative Agent shall keep records (which shall be conclusive and binding in the absence of manifest error) of participations purchased pursuant to this Section 2.18(k) and shall in each case notify the Revolving Lenders or the L/C Lenders, as applicable, following any such purchase. In addition toThe provisions of this Section 2.18(k) shall not be construed to apply to (i) any payment made by or on behalf of the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender), (ii) the application of Cash Collateral provided for in Section 3.10, or (iii) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Revolving Loans or sub-participations in any L/C Exposure to any assignee or participant, other than an assignment to the Borrower or any Subsidiary thereof (as to which the provisions of this Section shall apply). The Borrower consents on behalf of itself and not in limitation ofeach other Loan Party to the foregoing and agrees, to the foregoingextent it may effectively do so under Applicable Law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against each Loan Party rights of setoff and counterclaim with respect to such participation as fully as if such Lender's share Lender were a direct creditor of each Loan Party in the amount of such Loans is not made available to participation. For the avoidance of doubt, no amounts received by the Administrative Agent or any Lender from any Guarantor that is not a Qualified ECP Guarantor shall be applied in partial or complete satisfaction of any Excluded Swap Obligations.
(l) Any amounts actually paid to or collected by such Lender within three Business Days of such Borrowing Date, the Administrative Agent pursuant to Section 6.3(c) at any time a Streamline Period is not then in effect shall also be entitled applied by the Administrative Agent (except as otherwise agreed to recover such amount with interest thereon at by the rate per annum equal Administrative Agent in writing in its sole discretion) to the Federal Funds Rate plus Revolving Loans then outstanding and distributed by the Applicable Margin applicable Administrative Agent to Eurodollar Loansthe Revolving Lenders, in each case, (i) in accordance with the Revolving Percentages of such Revolving Lenders then in effect, and (ii) by no later than the date occurring three (3) days after the date on demandwhich such payments or proceeds are so received or collected by the Administrative Agent, from with any remaining amounts to be returned to the BorrowerBorrower as specified in Section 6.3(c).
Appears in 1 contract
Samples: Credit Agreement (Sprinklr, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder or Letter of Credit fee, and any reduction of the Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Percentages of the Lenders. Each payment of interest in respect of the Loans and each payment in respect of fees payable hereunder shall be applied to the amounts of such obligations owing to the Lenders pro rata according to the respective amounts then due and owing to the Lenders.
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as the case may be, Loans then due and owing to held by the Lenders. Each payment in respect of Reimbursement Obligations in respect of any Letter of Credit shall be made to the Issuing Lender that issued such Letter of Credit.
(c) The application of any payment of Loans (including optional and mandatory prepayments) shall be made, first, to Base Rate Loans and, second, to Eurodollar Loans. Each payment of the Loans (except in the case of Base Rate Loans) shall be accompanied by accrued interest to the date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. The Administrative Agent Any payment made by the Borrower after 12:00 Noon, New York City time, on any Business Day shall distribute such payments be deemed to have been on the Lenders promptly upon receipt in like funds as receivednext following Business Day. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(g) Upon receipt by the Administrative Agent of payments on behalf of Lenders, the Administrative Agent shall promptly distribute such payments to the Lender or Lenders entitled thereto, in like funds as received by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (U-Store-It Trust)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansLoans and Tranche C Term Loans hereunder, each payment by the Borrower on account of any facility fee Revolving Credit Loans and Tranche C Term Loans hereunder and any reduction of the Revolving Credit Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche C Term Loan Percentages or Revolving Credit Percentages of the LendersLenders as applicable. Each Other than with respect to any substituted Lender in accordance with Section 2.22, each payment (including each prepayment) by the Borrower on account in respect of principal or interest in respect of the Revolving Credit Loans and interest on the Loans Tranche C Term Loans, each payment in respect of commitment fees payable hereunder shall be made applied to the amounts of such obligations owing to the Lenders pro rata according to the respective principal amounts of, or interest on, the Loans, as the case may be, then due and owing to the Lenders. Each payment in respect of Reimbursement Obligations in respect of any Letter of Credit shall be made to the Issuing Lender that issued such Letter of Credit.
(b) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Any payment made after 12:00 Noon, New York City time, on any Business Day shall be deemed to have been made on the next succeeding Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Ratethen applicable rate during such extension.
(c) Unless the Administrative Agent has received notice from a shall have been notified in writing by any Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(d) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at a rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (B&G Foods, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders under any Facility shall be made pro rata PRO RATA according to the respective Commitment Percentages of such Facility then held by the Lenders. relevant Lenders under such Facility.
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest (i) on the Initial Term Loans shall be made pro rata PRO RATA according to the respective outstanding principal amounts ofof the Initial Term Loans then held by the Initial Term Lenders, or interest on, (ii) on the Loans, as the case may be, then due and owing Dollar Delayed Draw Term Loans shall be made PRO RATA according to the respective outstanding principal amounts of the Dollar Delayed Draw Term Loans then held by the Dollar Delayed Draw Term Lenders and (iii) on the Multicurrency Delayed Draw Term Loans shall be made PRO RATA according to the respective outstanding principal amounts of the Multicurrency Delayed Draw Term Loans then held by the Multicurrency Delayed Draw Term Lenders. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noonnoon, New York City time (or as specified in the next sentence in the case of Loans in an Alternative Currency), on the date when due. Except as otherwise expressly provided herein, all payments by the Borrower hereunder with respect to principal and interest on Loans in an Alternative Currency shall be made on the dates specified herein for the pro rata account of the relevant Lenders to which such payment is owed, in such Alternative Currency and in immediately available funds not later than the Applicable Time at least one Business Day prior to the date when due. All payments received by the Administrative Agent (i) after 12:00 noon, New York City time, on in the due date thereof to case of payments in Dollars, or (ii) after the Applicable Time in the case of payments in an Alternative Currency, may, in the discretion of the Administrative Agent, be deemed to have been received on the next succeeding Business Day for the account purposes of the Lenders, at calculating interest thereon. All such payments shall be made to the Administrative Agent's office specified in subsection 11.2Agent at its offices at Xxxxxxxxx Xxxxx, in Dollars XX-0, 000 Xxxxx Xxxxxxx Xxxxxx, Xxxxxxxxx, XX 00000-0000, except that payments pursuant to Sections 2.11, 2.12, 2.13 and in immediately available funds9.03 shall be made directly to the Persons entitled thereto. The Administrative Agent shall distribute such payments to the relevant Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder becomes due and payable on a day that is not other than a Domestic Business Day, the date for such payment thereof shall be extended to the next succeeding Domestic Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in another calendar month, in which case the date for payment thereof shall be the next preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwiseprincipal, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have If at any time insufficient funds are received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date by and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent to pay fully all amounts of principal, interest and fees then due hereunder, such funds shall be applied (i) first, towards payment of interest and fees then due hereunder, ratably among the amount that would constitute its share parties entitled thereto in accordance with the amounts of the Loans interest and fees then due to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agentparties, and (ii) second, towards payment of principal then due hereunder, ratably among the Administrative Agent may, parties entitled thereto in reliance upon accordance with the amounts of principal then due to such assumption, make available to parties. To the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Dateextent necessary, the Administrative Agent shall also enter into foreign currency exchange transactions on customary terms to effect any such ratable payment and the payments made by the Administrative Agent following such transactions shall be entitled deemed to recover be payments made by or on behalf of the Borrower hereunder.
(e) If any Lender shall, by exercising any right of set-off or counterclaim or otherwise, obtain payment in respect of any principal of or interest on any of its Loans resulting in such Lender receiving payment of a greater proportion of the aggregate amount with of its Loans and accrued interest thereon than the proportion received by any other Lender, then the Lender receiving such greater proportion shall purchase (for cash at face value) participations in the rate per annum equal Loans of other Lenders to the Federal Funds Rate plus extent necessary so that the Applicable Margin applicable benefit of all such payments shall be shared by the Lenders ratably in accordance with the aggregate amount of principal of and accrued interest on their respective Loans; PROVIDED that (i) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to Eurodollar Loansthe extent of such recovery, on demandwithout interest, from and (ii) the Borrowerprovisions of this paragraph shall not be construed to apply to any payment made by the Borrower pursuant to and in accordance with the express terms of this Agreement or any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans to any assignee or participant.
Appears in 1 contract
Samples: Credit Agreement (Liberty Media LLC)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans, as pro rata based upon the case then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may be, then due not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received, net of any amounts owing by such Lender pursuant to Section 9.7. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(g) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.7(b), 2.7(c), 2.17(e), 2.17(f), 3.4(a) or 9.7, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision of this Agreement), (i) apply any amounts thereafter received by the Administrative Agent, the Swingline Lender or the Issuing Lender for the account of such Lender to satisfy such Lender’s obligations under such Sections until all such unsatisfied obligations are fully paid and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.
Appears in 1 contract
Samples: Credit Agreement (Allscripts-Misys Healthcare Solutions, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon1:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the LendersLenders or the Issuing Lender, as the case may be, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders (or, if applicable, the Issuing Lender) promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumptionassumption in its sole discretion, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption in its sole discretion, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Coinstar Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Percentages Tranche B Term Percentages, Delayed Draw Term Percentages, or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwiseimmediately preceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence prima facie evidence of manifest errorsuch amounts. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of Term Loans, as pro rata based upon the case then remaining principal amount thereof. Amounts prepaid on account of the Term Loans may be, then due not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon1:00 p.m., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective prorata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche A Term Percentages, Tranche B Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders (except as otherwise provided in Section 2.11(f)). The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Tranche A Term Loans and Tranche B Term Loans, as the case may be, pro rata based upon the then due remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the then remaining principal amount thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.17(e) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar ABR Loans, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment being made hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Amounts repaid or prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in US Dollars (except as otherwise provided in Section 3.5) and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Serologicals Corp)
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Credit Loans (other than Swing Line Loans) by the Borrower in respect of from the Revolving Credit LoansLenders hereunder shall be made, each payment by the Borrower on account of any facility commitment fee in respect of the Revolving Credit Commitments hereunder shall be allocated by the Administrative Agent, and any reduction of the Revolving Credit Commitments of the Revolving Credit Lenders shall be made allocated by the Administrative Agent, pro rata according to the respective Revolving Credit Commitment Percentages of the Revolving Credit Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans any Revolving Credit Loan shall be made allocated by the Administrative Agent pro rata according to the respective outstanding principal Dollar Equivalent Amounts of such Revolving Credit Loans then held by the Revolving Credit Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on any Tranche A-1 Term Loans, Tranche A-2 Term Loans, Tranche B Term Loans or Tranche C Term Loans shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts of, or interest on, the of such Tranche A-1 Term Loans, as Tranche A-2 Term Loans, Tranche B Term Loans or Tranche C Term Loans then held by the case may be, then due and owing to the Term Loan Lenders. All payments (including prepayments) to be made by the Borrower hereunder or and under any NoteNotes in any Currency, whether on account of principal, interest, fees fees, Reimbursement Obligations or otherwise, shall be made in such Currency without deduction, set-off or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the LendersLenders holding the relevant Loans or the L/C Participants, as the case may be, at the Administrative Agent's office specified in subsection 11.2by the Administrative Agent from time to time, in Dollars such Currency and in immediately available funds. The Payments received by the Administrative Agent after such time shall distribute such payments be deemed to have been received on the Lenders promptly upon receipt in like funds as receivednext Business Day. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurocurrency Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Domestic Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. Whenever If any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be on a Eurocurrency Loan becomes due and payable on a day that is not other than a Eurodollar Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Eurodollar Business Day (and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension) unless the 62 56 result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share Commitment Percentage of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate in the case of any amount denominated in Dollars, or the rate customary in such Currency for settlement of similar interbank obligations in the case of any amount denominated in an Available Foreign Currency as quoted by the Administrative Agent, in each case, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share Commitment Percentage of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar ABR Loans, in the case of obligations denominated in Dollars, or the rate per annum applicable to Eurocurrency Loans having an Interest Period of one day, in the case of payment obligations denominated in an Available Foreign Currency, in each case, on demand, from the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansExcept as otherwise provided herein, each payment by the Borrower on account of the Exit Fee or any facility other fee hereunder and any reduction of the Commitments of the payable to Lenders shall be made pro rata according to the respective Commitment Outstanding Percentages of the Lenders. Each relevant Lenders entitled thereto.
(b) Except as otherwise provided herein, each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective Outstanding Percentages of the relevant Lenders entitled thereto. The amount of each principal amounts of, or interest on, prepayment of the Loans, Loans shall be applied to reduce the then remaining installments of the Loans (i) as directed by the Borrower in the case may beof prepayments made pursuant to Section 2.8, (ii) in direct order of maturity to the next four installments then due and owing thereafter ratably based upon the respective then remaining principal amounts thereof in the case of prepayments made pursuant to Section 2.9(c) and (iii) ratably based upon the Lendersrespective then remaining principal amounts thereof otherwise. Amounts prepaid on account of the Loans may not be reborrowed.
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such Borrowing Datethe date of borrowing therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days after such date of such Borrowing Dateborrowing, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal applicable thereto, within three Business Days after demand therefor from the Borrower.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the Federal Funds Rate plus date of any payment due to be made by the Applicable Margin applicable Borrower hereunder that the Borrower will not make such payment to Eurodollar Loansthe Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(f) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.15(d), 2.15(e) or 9.7, then the Administrative Agent may, in its discretion (notwithstanding any contrary provision of this Agreement), apply any amounts thereafter received by the Administrative Agent for the account of such Lender to satisfy such Lender’s obligations under such Sections until all such unsatisfied obligations are fully paid.
Appears in 1 contract
Samples: Credit Agreement (Lear Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment L/C Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) [Reserved]
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon, New York City time, 10:00 A.M. on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2applicable Funding Office, in Dollars (except as otherwise provided herein with respect to Letters of Credit denominated in an Alternative Currency) and in immediately available fundsSame Day Funds. If, for any reason, the Borrower is prohibited by any Requirement of Law from making any required payment hereunder in an Alternative Currency, the Borrower shall make such payment in Dollars in the Dollar Equivalent of the Alternative Currency payment amount. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever Any payment in Dollars received by the Administrative Agent after 10:00 A.M. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. All payments received by the Administrative Agent after the Applicable Time specified by the Administrative Agent, in the case of payments in an Alternative Currency, shall in each case be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be SOFR Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a SOFR Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the proposed date on which of any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making has made such amount available to the Administrative AgentAgent on such date in accordance with Section 2, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not in fact made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall and the Borrower severally agree to pay to the Administrative Agent forthwith, on demand, such corresponding amount with interest thereon, for each day from and including the date on which such amount is made available to the Borrower but excluding the date of payment to the Administrative Agent, on demandat (i) in the case of a payment to be made by such Lender, such amount with interest thereon at a rate equal to the daily average greater of (A) the Federal Funds Effective Rate and (B) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the rate per annum applicable to ABR Loans. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the period until same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender makes pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Lender hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower has made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the Issuing Lender, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders or the Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or Issuing Lender, with interest thereon, for each day from and including the date such amount immediately is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. Nothing herein shall be deemed to limit the rights of Administrative Agent or any Lender against any Loan Party.
(g) If any Lender makes available to the Administrative Agent. A certificate Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Section 2, and such funds are not made available to the Borrower by the Administrative Agent submitted because the conditions to the applicable extension of credit set forth in Section 5.1 or Section 5.2 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.
(h) The obligations of the Lenders hereunder to (i) make Revolving Loans, (ii) fund its participations in L/C Disbursements in accordance with its respective L/C Percentage, (iii) fund its respective Swingline Participation Amount of any Swingline Loan, and (iv) make payments pursuant to Section 9.7, as applicable, are several and not joint. The failure of any Lender to make any such Loan, to fund any such participation or to make any such payment under Section 9.7 on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Loan, to purchase its participation or to make its payment under Section 9.7.
(i) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.
(j) If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, interest and fees then due hereunder, such funds shall be applied (i) first, toward payment of interest and fees and Overadvances then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees and Overadvances then due to such parties, and (ii) second, toward payment of principal then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal then due to such parties.
(k) If any Lender shall obtain any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of the principal of or interest on any Loan made by it, its participation in the L/C Exposure or other obligations hereunder, as applicable (other than pursuant to a provision hereof providing for non-pro rata treatment), in excess of its Revolving Percentage or L/C Percentage, as applicable, of such payment on account of the Loans or participations obtained by all of the Lenders, such Lender shall (a) notify the Administrative Agent of the receipt of such payment, and (b) within 5 Business Days of such receipt purchase (for cash at face value) from the other Revolving Lenders or L/C Lenders, as applicable (through the Administrative Agent), without recourse, such participations in the Revolving Loans made by them and/or participations in the L/C Exposure held by them, as applicable, or make such other adjustments as shall be equitable, as shall be necessary to cause such purchasing Lender to share the excess payment ratably with each of the other Lenders in accordance with their respective Revolving Percentages or L/C Percentages, as applicable; provided, however, that (i) if any such participations are purchased and all or any portion of the payment giving rise thereto is recovered, such participations shall be rescinded and the purchase price restored to the extent of such recovery, without interest and (ii) the provisions of this clause (k) shall not be construed to apply to (x) any payment made by the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender) or (y) any payment obtained by a Lender as consideration for the assignment or sale of a participation in any of its Loans or participations in L/C Disbursements to any assignee or participant, other than to the Borrower or any of its Affiliates (as to which the provisions of this clause (k) shall apply). The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 2.18(k) may exercise all its rights of payment (including the right of set-off) with respect to any amounts owing under such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation. No documentation other than notices and the like referred to in this subsection Section 2.18(k) shall be required to implement the terms of this Section 2.18(k). The Administrative Agent shall keep records (which shall be conclusive and binding in the absence of manifest error) of participations purchased pursuant to this Section 2.18(k) and shall in each case notify the Revolving Lenders or the L/C Lenders, as applicable, following any such purchase. In addition toThe provisions of this Section 2.18(k) shall not be construed to apply to (i) any payment made by or on behalf of the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender), (ii) the application of Cash Collateral provided for in Section 3.10, or (iii) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans or sub-participations in any L/C Exposure to any assignee or participant, other than an assignment to the Borrower or any Affiliate thereof (as to which the provisions of this Section 2.18(k) shall apply). The Borrower consents on behalf of itself and not in limitation ofeach other Loan Party to the foregoing and agrees, to the foregoingextent it may effectively do so under applicable law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against each Loan Party rights of setoff and counterclaim with respect to such participation as fully as if such Lender's share Lender were a direct creditor of each Loan Party in the amount of such Loans is not made available to participation. For the avoidance of doubt, no amounts received by the Administrative Agent by such or any Lender within three Business Days from any Guarantor that is not a Qualified ECP Guarantor shall be applied in partial or complete satisfaction of such Borrowing Dateany Excluded Swap Obligations.
(l) Notwithstanding anything to the contrary in this Agreement, the Administrative Agent shall also may, in its discretion at any time or from time to time, without the Borrower’s request and even if the conditions set forth in Section 5.2 would not be entitled to recover such satisfied, make a Revolving Loan in an amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus portion of the Applicable Margin applicable Obligations constituting overdue interest and fees and Swingline Loans from time to Eurodollar Loanstime due and payable to itself, on demandany Revolving Lender, from the BorrowerSwingline Lender or the Issuing Lender, and apply the proceeds of any such Revolving Loan to those Obligations; provided that after giving effect to any such Revolving Loan, the aggregate outstanding Revolving Loans will not exceed the Total Revolving Commitments then in effect.
Appears in 1 contract
Samples: Credit Agreement (Fastly, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche A Term Percentages, Other Term Percentages or Revolving Percentages, as the case may be, of the Lendersrelevant Lenders at the time thereof.
(b) Amounts to be applied in connection with optional prepayments of the Term Loans under any Facility shall be applied to the installments thereof as directed by the Borrower. The amount of each mandatory principal prepayment of the Term Loans under any Facility shall be applied to reduce the then remaining installments of such Term Loans, pro rata based upon the respective installments thereof. Amounts prepaid on account of any Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Gartner Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders Lenders, any reduction of the UK Subsidiary Sublimit and any reduction of the L/C Commitment shall be made pro rata according to the Revolving Percentages of the relevant Lenders.
(b) Each payment (including each prepayment) by the Borrowers on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective Commitment Percentages outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. Each payment in respect of Reimbursement Obligations in respect of any Letter of Credit shall be made to the Issuing Lender that Issued such Letters of Credit. Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Foreign Currency Loans and UK Foreign Currency Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as the case may be, Foreign Currency Loans and UK Foreign Currency Loans then due and owing to held by the Lenders. .
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and, subject to Section 4.10, free and clear of, and without any deduction or withholding for, any taxes or other payments and shall be made prior to 12:00 Noon1 PM, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders or the Lenders, as applicable, promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurocurrency Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurocurrency Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal per annum reasonably determined by the Administrative Agent to be the daily average Federal Funds Rate cost to it of funding such amount for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Revolving Loans is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the Borrowerrelevant Borrowers. With respect to Foreign Currency Loans and UK Foreign Currency Loans, if such Lender’s share of such borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at a rate per annum reasonably determined by the Administrative Agent to be the cost to it of funding such amount, on demand, from the relevant Borrowers with respect to such Foreign Currency Loans and UK Foreign Currency Loans.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrowers prior to the date of any payment due to be made by the Borrowers hereunder that the Borrowers will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrowers are making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders or the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrowers within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to (i) in the case of amounts denominated in Dollars, the daily average Federal Funds Effective Rate, and (ii) in the case of amounts not denominated in Dollars, the amount reasonably determined by the Administrative Agent to be the cost to it of funding such amount. Nothing herein shall be deemed to limit the rights of the Administrative Agent, or any Lender against the Borrowers; provided, that no UK Borrower shall be liable for any Obligations of Monster Worldwide.
Appears in 1 contract
Samples: Secured Revolving Credit Agreement (Monster Worldwide Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Revolving Credit Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Revolving Credit Percentages of the Lenders. Each payment of interest in respect of the Loans and each payment in respect of fees payable hereunder shall be applied to the amounts of such obligations owing to the Lenders pro rata according to the respective amounts then due and owing to the Lenders.
(b) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Loans shall be made pro rata according to the respective outstanding principal amounts ofof the Loans then held by the Lenders.
(c) The application of any payment of Loans (including optional and mandatory prepayments) shall be made, or interest onfirst, to Base Rate Loans and, second, to Eurodollar Loans. Each payment of the Loans, as Loans (except in the case may be, then due and owing of Loans that are Base Rate Loans) shall be accompanied by accrued interest to the Lenders. date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City timethe Payment Time, on the due date thereof to the Administrative Agent, for the account of the relevant Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. The Administrative Agent Any payment made by the Borrowers after the Payment Time on any Business Day shall distribute such payments be deemed to have been made on the Lenders promptly upon receipt in like funds as receivednext following Business Day. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be deemed made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing of Loans that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the applicable Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the BorrowerBorrowers.
(f) Unless the Administrative Agent shall have been notified in writing by Borrower Representative prior to the date of any payment of Loans due to be made by the Borrowers hereunder that the Borrowers will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrowers are making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrowers within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrowers.
(g) Upon receipt by the Administrative Agent of payments on behalf of Lenders, the Administrative Agent shall promptly distribute such payments to the Lender or Lenders entitled thereto, in like funds as received by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Benefit Street Partners Realty Trust, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility fee hereunder commitment fee, and any reduction of the Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Loan Percentages of the Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective outstanding principal amounts ofof the Loans then held by the Lenders.
(c) The application of any mandatory payment of Loans shall be made, or interest onfirst, to Base Rate Loans and, second, to Eurodollar Loans. The application of any optional payment of Loans pursuant to Section 2.7 shall be at the Loans, as direction of the Borrower. Each payment of the Loans (except in the case may be, then due and owing of Revolving Credit Loans that are Base Rate Loans) shall be accompanied by accrued interest to the Lenders. date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon2:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the relevant Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. Any payment made by the Borrower after 2:00 P.M., New York City time, on any Business Day shall be deemed to have been on the next following Business Day. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Anc Rental Corp)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of from the Revolving Credit LoansLenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Revolving Percentages of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Amended Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Amended Term Loans then held by the Amended Term Lenders. The amount of each principal prepayment of the Amended Term Loans shall be applied to reduce the then remaining installments of the Amended Term Loans, as pro rata based upon the case respective then remaining principal amounts thereof. Amounts prepaid on account of the Amended Term Loans may be, then due not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Educate Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans, as pro rata based upon the case then remaining principal amount thereof. Amounts repaid or prepaid on account of the Term Loans may be, then due not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Senior Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Senior Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Senior Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Dateavailable to the Senior Administrative Agent, the Senior Administrative Agent may assume that such Lender is making such amount available to the Senior Administrative Agent, and the Senior Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Senior Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Senior Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Senior Administrative Agent in accordance with banking industry rules on interbank compensation for the period until such Lender makes such amount immediately available to the Senior Administrative Agent. A certificate of the Senior Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans Borrowing is not made available to the Senior Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Senior Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Senior Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Senior Administrative Agent, the Senior Administrative Agent may assume that the Borrower is making such payment, and the Senior Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Senior Administrative Agent by the Borrower within three Business Days after such due date, the Senior Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Senior Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans under each Facility shall be made pro rata among the Term Lenders under each such Facility according to the respective outstanding principal amounts of the Term Loans then held by the Term Lenders with respect to each such Facility. The amount of each principal prepayment of the Term Loans under each Facility shall be applied to reduce the then remaining installments of the Term Loans with respect to such Facility pro rata based upon the then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average Federal Funds greater of (i) the NYFRB Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average NYFRB Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Gartner Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loans, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Loan Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal interest in respect of and interest on the Loans and each payment in respect of fees payable hereunder shall be made applied to the amounts of such obligations owing to the Lenders pro rata according to the respective principal amounts of, or interest on, the Loans, as the case may be, then due and owing to the Lenders.
(b) Each payment (including each prepayment) on account of principal of the Loans shall be allocated among the Lenders pro rata according to the respective Loan Percentages of the Lenders, and shall be applied to the installments of such Loans pro rata based on the remaining outstanding principal amount of such installments. Amounts prepaid on account of the Loans may not be reborrowed.
(c) The application of any payment of Loans (including optional and mandatory prepayments) shall be made, first, to Base Rate Loans and, second, to Eurodollar Loans. Each payment of the Loans shall be accompanied by accrued interest to the date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noonnoon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. The Administrative Agent Any payment made by the Borrower after 12:00 noon, New York City time, on any Business Day shall distribute such payments be deemed to have been on the Lenders promptly upon receipt in like funds as receivednext following Business Day. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then-applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from been notified in writing by the Borrower prior to the date on which of any payment is due to be made by the Lenders Borrower hereunder that the Borrower will not make such payment in fullto the Administrative Agent, the Administrative Agent may assume that the Borrower has made is making such payment in full to the Administrative Agent on such date payment, and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower but shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent mayrequired to, in reliance upon such assumption, make available to the Borrower Lenders their respective pro rata shares of a corresponding amount. If such amount payment is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender Borrower within three Business Days of after such Borrowing Datedue date, the Administrative Agent shall also be entitled to recover recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Rate plus Effective Rate. Nothing herein shall be deemed to limit the Applicable Margin applicable to Eurodollar Loans, on demand, from rights of the Administrative Agent or any Lender against the Borrower.
(f) Upon receipt by the Administrative Agent of payments on behalf of Lenders, the Administrative Agent shall promptly distribute such payments to the Lenders, in like funds as received by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (NGA Holdco, LLC)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds EffectiveNYFRB Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds EffectiveNYFRB Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Gartner Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages, L/C Percentages or Revolving Percentages, as the case may be, of the relevant Lenders.
(b) Except as otherwise provided herein, each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Any prepayment of Loans shall be applied to the then outstanding Term Loans on a pro rata basis regardless of type. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon10:00 A.M., New York City Pacific time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2applicable Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever Any payment received by the Administrative Agent after 10:00 A.M. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the date on which of any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative AgentAgent on such date in accordance with Section 2, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not in fact made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall and the Borrower severally agree to pay to the Administrative Agent, on demand, such corresponding amount with interest thereon thereon, for each day from and including the date on which such amount is made available to the Borrower but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, a rate equal to the daily average greater of (A) the Federal Funds Rate Effective Rate, and (B) a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the rate per annum applicable to ABR Loans under the relevant Facility. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the period until same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender makes pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Lender hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower is making such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the Issuing Lender, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders or the Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or Issuing Lender, with interest thereon, for each day from and including the date such amount immediately is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. Nothing herein shall be deemed to limit the rights of Administrative Agent or any Lender against any Loan Party.
(g) If any Lender makes available to the Administrative Agent. A certificate of the Administrative Agent submitted funds for any Loan to any be made by such Lender with respect to any amounts owing under this subsection shall be conclusive as provided in the absence foregoing provisions of manifest error. In addition tothis Section 2, and not in limitation of, the foregoing, if such Lender's share of such Loans is funds are not made available to the Borrower by the Administrative Agent by such Lender within three Business Days because the conditions to the applicable extension of such Borrowing Datecredit set forth in Section 5.1 or Section 5.2 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall also be entitled return such funds (in like funds as received from such Lender) to recover such amount with interest thereon at Lender, without interest.
(h) The obligations of the rate per annum equal Lenders hereunder to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar (i) make Term Loans, on demand(ii) make Revolving Loans, from the Borrower.(iii) to fund its participations in L/C Disbursements in accordance with its respective L/C Percentage, (iv) to fund its respective Swingline Participation Amount of any Swingline Loan, and (v) to make payments pursuant to Section 9.7, as applicable, are several and not joint. The failure of any Lender to make any such Loan, to fund any such participation or to make any such payment under
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Credit Loans by the Borrower in respect of from the Revolving Credit LoansLenders hereunder shall be made, each payment by the Borrower on account of any facility commitment fee in respect of the Revolving Credit Commitments hereunder shall be allocated by the Administrative Agent, and any reduction of the Revolving Credit Commitments of the Revolving Credit Lenders shall be made allocated by the Administrative Agent, pro rata according to the respective Revolving Credit Commitment Percentages of the Revolving Credit Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Loans any Revolving Credit Loan shall be made allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts of, or of such Revolving Credit Loans then held by the Revolving Credit Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on any Term Loan shall be allocated by the Loans, as the case may be, then due and owing Administrative Agent pro rata according to the respective outstanding principal amounts of such Term Loans then held by the Term Loan Lenders. All payments (including prepayments) to be made by the Borrower hereunder or and under any NoteNotes, whether on account of principal, interest, fees fees, Reimbursement Obligations or otherwise, shall be made without deduction, set-off or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the LendersLenders holding the relevant Loans or the Issuing Lender and L/C Participants, as the case may be, at the Administrative Agent's office specified in subsection 11.2, in Dollars and in immediately available funds. The Payments received by the Administrative Agent after such time shall distribute such payments be deemed to have been received on the Lenders promptly upon receipt in like funds as receivednext Business Day. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder (other than payments on Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Domestic Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. Whenever If any payment of principal of, or interest on, the on a Eurodollar Loans or Money Market LIBOR Loans shall be Loan becomes due and payable on a day that is not other than a Eurodollar Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Eurodollar Business Day (and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension) unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its applicable share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's applicable share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with the interest accrued thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Loans, on demand, from the Borrowersuch borrowing.
Appears in 1 contract
Samples: Credit Agreement (Digital Television Services of Kansas LLC)
Pro Rata Treatment and Payments. (a) Each Except as otherwise provided in Sections 2.6 and 2.7 and subject to Section 2.18(g), each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Loan Percentages or Revolving Credit Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Term Loans shall be applied to reduce the remaining installments of the Term Loans pro rata according to the respective outstanding principal amounts of the Term Loans then held by the Term Loan Lenders. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrowers on account of principal of and interest on the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Credit Loans then held by the case may be, then due and owing to the Revolving Credit Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City Houston, Texas time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars or, in the case of Eurocurrency Loans outstanding in any Designated Foreign Currency, such Designated Foreign Currency and whether in Dollars or any Designated Foreign Currency in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurocurrency Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurocurrency Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal (x) in the case of Loans to be made in Dollars, the daily average Federal Funds Effective Rate or (y) in the case of any Revolving Credit Loans to be made in any Designated Foreign Currency, the rate customary in such Designated Foreign Currency for settlement of similar inter-bank obligations, as quoted by the Administrative Agent, in each case for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection Section 2.18(e) shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal applicable to, in the case of Loans to be made in Dollars, Base Rate Loans hereunder or, in the Federal Funds Rate case of Loans to be made in any Designated Foreign Currency, the rate per annum referred to in clause (y) of the second preceding sentence in respect of such Designated Foreign Currency plus the Applicable Margin applicable to Eurodollar Loanshereunder, on demand, from the BorrowerBorrowers.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrowers prior to the date of any payment being made hereunder that the Borrowers will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrowers are making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrowers within three Business Days of such required date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to (x) in the case of Loans to be made in Dollars, the daily average Federal Funds Effective Rate or (y) in the case of any Revolving Credit Loans to be made in any Designated Foreign Currency, the rate customary in such Designated Foreign Currency for settlement of similar inter-bank obligations, as quoted by the Administrative Agent. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrowers.
(g) Notwithstanding any other provision contained herein, in the event that any Lender gives notice to the Administrative Agent that it is unable to fund Revolving Credit Loans in any Designated Foreign Currency at a reasonable cost to it, the Administrative Agent shall, until such notice is withdrawn and to the extent necessary in order to excuse such Lender from making any Revolving Credit Loans in such Designated Foreign Currency and to continue to make available to the Borrowers the full aggregate amount of the Revolving Credit Commitments, reallocate from time to time among the Lenders the outstanding Revolving Credit Loans denominated in Dollars and the Revolving Credit Loans in such Designated Foreign Currency; provided that, in the event that the Majority Facility Lenders of the Revolving Credit Facility give such notice to the Administrative Agent, the Lenders shall not be required to make any Revolving Credit Loans in such Designated Foreign Currency until any such notices have been withdrawn so that the Majority Facility Lenders of the Revolving Credit Facility have either not given any such notice or have withdrawn any such notice.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Tranche B Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Tranche B Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Tranche B Term Loans then held by the Tranche B Term Lenders. The amount of each principal prepayment of the Tranche B Term Loans shall be applied to reduce the then remaining installments of the Tranche B Term Loans, as the case may be, pro rata based upon the respective then due remaining principal amounts thereof. Amounts prepaid on account of the Tranche B Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon2:00 P.M., New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the then remaining principal amounts thereof. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal
Appears in 1 contract
Samples: Credit Agreement (Gartner Inc)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans, as pro rata based upon the case respective then remaining principal amounts thereof, except that mandatory prepayments made pursuant to Section 2.11(d) shall be applied to reduce the then remaining installments of the Term Loans in the direct order of their stated maturity. Amounts prepaid on account of the Term Loans may be, then due not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and owing interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the Borrower.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages, L/C Percentages or Revolving Percentages, as the case may be, of the relevant Lenders.
(b) Except as otherwise provided herein, each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof. Any prepayment of Loans shall be applied to the then outstanding Term Loans on a pro rata basis regardless of type. Amounts prepaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductioncondition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon10:00 A.M., New York City Pacific time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2applicable Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever Any payment received by the Administrative Agent after 10:00 A.M. shall be deemed received on the next succeeding Business Day and any applicable interest or fee shall continue to accrue. If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower been notified in writing by any Lender prior to the date on which of any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative AgentAgent on such date in accordance with Section 2, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not in fact made available to the Administrative Agent US-DOCS\109358599.12 by the required time on such the Borrowing DateDate therefor, such Lender shall and the Borrower severally agree to pay to the Administrative Agent, on demand, such corresponding amount with interest thereon thereon, for each day from and including the date on which such amount is made available to the Borrower but excluding the date of payment to the Administrative Agent, at (i) in the case of a payment to be made by such Lender, a rate equal to the daily average greater of (A) the Federal Funds Rate Effective Rate, and (B) a rate reasonably determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, and (ii) in the case of a payment to be made by the Borrower, the rate per annum applicable to ABR Loans under the relevant Facility. If the Borrower and such Lender shall pay such interest to the Administrative Agent for the period until same or an overlapping period, the Administrative Agent shall promptly remit to the Borrower the amount of such interest paid by the Borrower for such period. If such Lender makes pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrower shall be without prejudice to any claim the Borrower may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders or the Issuing Lenders hereunder that the Borrower will not make such payment, the Administrative Agent may assume that the Borrower is making such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders or the applicable Issuing Lender, as the case may be, the amount due. In such event, if the Borrower has not in fact made such payment, then each of the Lenders or the applicable Issuing Lender, as the case may be, severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender or such Issuing Lender, with interest thereon, for each day from and including the date such amount immediately is distributed to it to but excluding the date of payment to the Administrative Agent, at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation. Nothing herein shall be deemed to limit the rights of Administrative Agent or any Lender against any Loan Party.
(g) If any Lender makes available to the Administrative Agent. A certificate Agent funds for any Loan to be made by such Lender as provided in the foregoing provisions of this Section 2, and such funds are not made available to the Borrower by the Administrative Agent submitted because the conditions to the applicable extension of credit set forth in Section 5.1 or Section 5.2 are not satisfied or waived in accordance with the terms hereof, the Administrative Agent shall return such funds (in like funds as received from such Lender) to such Lender, without interest.
(h) The obligations of the Lenders hereunder to (i) make Term Loans, (ii) make Revolving Loans, (iii) to fund its participations in L/C Disbursements in accordance with its respective L/C Percentage, (iv) to fund its respective Swingline Participation Amount of any Swingline Loan, and (v) to make payments pursuant to Section 9.7, as applicable, are several and not joint. The failure of any Lender to make any such Loan, to fund any such participation or to make any such payment under Section 9.7 on any date required hereunder shall not relieve any other Lender of its corresponding obligation to do so on such date, and no Lender shall be responsible for the failure of any other Lender to so make its Loan, to purchase its participation or to make its payment under Section 9.7.
(i) Nothing herein shall be deemed to obligate any Lender to obtain the funds for any Loan in any particular place or manner or to constitute a representation by any Lender that it has obtained or will obtain the funds for any Loan in any particular place or manner.
(j) If at any time insufficient funds are received by and available to the Administrative Agent to pay fully all amounts of principal, interest and fees then due hereunder, such funds shall be applied US-DOCS\109358599.12
(i) first, toward payment of interest and fees then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of interest and fees then due to such parties, and (ii) second, toward payment of principal then due hereunder, ratably among the parties entitled thereto in accordance with the amounts of principal then due to such parties.
(k) If any Lender shall obtain any payment (whether voluntary, involuntary, through the exercise of any right of set-off, or otherwise) on account of the principal of or interest on any Loan made by it, its participation in the L/C Exposure or other obligations hereunder, as applicable (other than pursuant to a provision hereof providing for non-pro rata treatment), in excess of its Term Percentage, Revolving Percentage or L/C Percentage, as applicable, of such payment on account of the Loans or participations obtained by all of the Lenders, such Lender shall forthwith advise the Administrative Agent of the receipt of such payment, and within five Business Days of such receipt purchase (for cash at face value) from the other Term Lenders, Revolving Lenders or L/C Lenders, as applicable (through the Administrative Agent), without recourse, such participations in the Term Loans or Revolving Loans made by them and/or participations in the L/C Exposure held by them, as applicable, or make such other adjustments as shall be equitable, as shall be necessary to cause such purchasing Lender to share the excess payment ratably with each of the other Lenders in accordance with their respective Term Percentages, Revolving Percentages or L/C Percentages, as applicable; provided, however, that if all or any portion of such excess payment is thereafter recovered by or on behalf of the Borrower from such purchasing Lender, the purchase shall be rescinded and the purchase price restored to the extent of such recovery, but without interest. The Borrower agrees that any Lender so purchasing a participation from another Lender pursuant to this Section 2.16(k) may exercise all its rights of payment (including the right of set-off) with respect to any amounts owing under such participation as fully as if such Lender were the direct creditor of the Borrower in the amount of such participation. No documentation other than notices and the like referred to in this subsection Section 2.16(k) shall be required to implement the terms of this Section 2.16(k). The Administrative Agent shall keep records (which shall be conclusive and binding in the absence of manifest error. In addition to, ) of participations purchased pursuant to this Section 2.16(k) and not shall in limitation ofeach case notify the Term Lenders, the foregoingRevolving Lenders or the L/C Lenders, as applicable, following any such purchase. The provisions of this Section 2.16(k) shall not be construed to apply to (i) any payment made by or on behalf of the Borrower pursuant to and in accordance with the express terms of this Agreement (including the application of funds arising from the existence of a Defaulting Lender), (ii) the application of Cash Collateral provided for in Section 3.10, or (iii) any payment obtained by a Lender as consideration for the assignment of or sale of a participation in any of its Loans or sub-participations in any L/C Exposure to any assignee or participant, other than an assignment to the Borrower or any Subsidiary thereof (as to which the provisions of this Section shall apply unless such assignment is consented to by the Required Lenders). The Borrower consents on behalf of itself and each other Loan Party to the foregoing and agrees, to the extent it may effectively do so under applicable law, that any Lender acquiring a participation pursuant to the foregoing arrangements may exercise against each Loan Party rights of setoff and counterclaim with respect to such participation as fully as if such Lender's share Lender were a direct creditor of each Loan Party in the amount of such Loans is not made available to participation. For the avoidance of doubt, no amounts received by the Administrative Agent by such or any Lender within three Business Days from any Guarantor that is not a Qualified ECP Guarantor shall be applied in partial or complete satisfaction of such Borrowing Dateany Excluded Swap Obligations.
(l) Notwithstanding anything to the contrary in this Agreement, the Administrative Agent shall also may, in its discretion at any time or from time to time, without the Borrower’s request and even if the conditions set forth in Section 5.2 would not be entitled to recover such satisfied, make a Revolving Loan in an amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus portion of the Applicable Margin applicable Obligations constituting overdue interest and fees and Swingline Loans from time to Eurodollar Loanstime due and payable to itself, on demandany Revolving Lender, from the Borrower.Swingline Lender or any Issuing Lender, and apply the proceeds of any such Revolving Loan to those Obligations; provided that after giving effect to any such Revolving Loan, the aggregate outstanding Revolving Loans will not exceed the Total Revolving Commitments then in effect. US-DOCS\109358599.12
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Percentages or Revolving Percentages, as the case may be, of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts ofof the relevant Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the then remaining installments of the Term Loans pro rata based upon the respective then remaining principal amounts thereof; provided, or interest on, the Loans, as the case may be, then due and owing that optional prepayments shall be allocated to the installments of the Term Loans as directed by the Borrower. Amounts repaid or prepaid on account of the Term Loans may not be reborrowed.[Reserved].
(c) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata to the Revolving Lenders according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bf) Unless the Administrative Agent shall have received notice from been notified in writing by the Borrower prior to the date on which of any payment is due to the Lenders being made hereunder that the Borrower will not make such payment in fullto the Administrative Agent, the Administrative Agent may assume that the Borrower has made is making such payment in full to the Administrative Agent on such date payment, and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower but shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date that such Lender will not make available to the Administrative Agent the amount that would constitute its share of the Loans to be made on such Borrowing Date, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent mayrequired to, in reliance upon such assumption, make available to the Borrower Lenders their respective pro rata shares of a corresponding amount. If such amount payment is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if such Lender's share of such Loans is not made available to the Administrative Agent by such Lender Borrower within three Business Days of such Borrowing Daterequired date, the Administrative Agent shall also be entitled to recover recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Rate plus EffectiveNYFRB Rate. Nothing herein shall be deemed to limit the Applicable Margin applicable to Eurodollar Loans, on demand, from rights of the Administrative Agent or any Lender against the Borrower.
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Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Commitments of the Lenders with respect to a particular Facility shall be made pro rata according to the respective Commitment Percentages Applicable Percentages, as the case may be, of the Lenders. Lenders under such Facility.
(b) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, of the Term Loans then held by the Term Lenders. The amount of each principal prepayment of the Term Loans shall be applied to reduce the remaining installments of the Term Loans in inverse order of maturity. Amounts prepaid or repaid on account of the Term Loans may not be reborrowed.
(c) Each payment (including each prepayment) by the Borrowers on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Facility shall be made pro rata according to the respective outstanding principal amounts of the Revolving Loans then held by the Revolving Lenders. .
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deductionany condition or deduction for any counterclaim, set-off defense, recoupment or counterclaim setoff and shall be made prior to 12:00 Noon1:00 P.M., New York City Dallas, Texas time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute to each Lender its Applicable Percentage in respect of the relevant Facility (or other applicable share as provided herein) of each such payments to the Lenders payment promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date the proposed date of any borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its such Lender’s share of the Loans to be made on such Borrowing Dateborrowing, the Administrative Agent may assume that such Lender is making has made such amount share available to the Administrative Agenton such date in accordance with Section 2.02 or 2.05, as applicable, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Representative a corresponding amount. If In such event, if a Lender has not in fact made such amount is not made available to the Administrative Agent by the required time on such Borrowing Date, such Lender shall pay to the Administrative Agent, then the applicable Lender and the Borrowers severally agree to pay to the Administrative Agent forthwith on demand, demand such corresponding amount with interest thereon at a rate equal thereon, for each day from and including the date such amount is made available to the daily average Federal Funds Rate for Borrower Representative to but excluding the period until such Lender makes such amount immediately available date of payment to the Administrative Agent. A certificate , at (i) in the case of a payment to be made by such Lender, the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent submitted to any Lender in accordance with respect to any amounts owing under this subsection shall be conclusive banking industry rules on interbank compensation and (ii) in the absence case of manifest error. In addition to, and not in limitation ofa payment to be made by the Borrowers, the foregoing, if interest rate applicable to CBFR Loans. If the Borrowers and such Lender's share of Lender shall pay such Loans is not made available interest to the Administrative Agent by such Lender within three Business Days of such Borrowing Datefor the same or an overlapping period, the Administrative Agent shall also promptly remit to the Borrower Representative the amount of such interest paid by the Borrowers for such period. If such Lender pays its share of the applicable borrowing to the Administrative Agent, then the amount so paid shall constitute such Lender’s Loan included in such borrowing. Any payment by the Borrowers shall be entitled without prejudice to recover any claim the Borrowers may have against a Lender that shall have failed to make such payment to the Administrative Agent.
(f) Unless the Administrative Agent shall have received notice from the Borrower Representative prior to the date on which any payment is due to the Administrative Agent for the account of the Lenders hereunder that the Borrowers will not make such payment, the Administrative Agent may assume that the Borrowers have made such payment on such date in accordance herewith and may, in reliance upon such assumption, distribute to the Lenders the amount due. In such event, if the Borrowers have not in fact made such payment, then each of the Lenders severally agrees to repay to the Administrative Agent forthwith on demand the amount so distributed to such Lender, with interest thereon, for each day from and including the date such amount with interest thereon is distributed to it to but excluding the date of payment to the Administrative Agent, at the rate per annum equal to greater of the Federal Funds Effective Rate plus and a rate determined by the Applicable Margin Administrative Agent in accordance with banking industry rules on interbank compensation. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrowers.
(g) Whenever any payment received by the Administrative Agent under this Agreement or any of the other Loan Documents is insufficient to pay in full all amounts due and payable to the Administrative Agent and the Lenders under or in respect of this Agreement and the other Loan Documents on any date, the Administrative Agent may, but shall not be obligated to, distribute such payment in the order of priority set forth in Section 7.03. If the Administrative Agent receives funds for application to the Obligations of the Borrowers under or in respect of the Loan Documents under circumstances for which the Loan Documents do not specify the Loans or the Facility, or the manner in which such funds are to be applied, the Administrative Agent may, but shall not be obligated to, distribute such funds in the order of priority set forth in Section 7.03.
(h) The Borrowers hereby authorize each Lender and each Lender’s Affiliates, if and to the extent any payment owed to such Lender is not made when due hereunder or any other Loan Document, to charge from time to time, to the fullest extent permitted by applicable law, against any or all of the Borrowers’ accounts with such Lender or such Affiliate any amount so due. The obligations of the Lenders hereunder to Eurodollar Loansmake Term Loans and Revolving Loans are several and not joint. The failure of any Lender to make any Loan or to make any payment under Section 9.05(c) on any date required hereunder, shall not relieve any other Lender of its corresponding obligation to do so on demandsuch date, from and no Lender shall be responsible for the Borrowerfailure of any other Lender to make its Loan or to make its payment under Section 9.05(c).
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Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, each payment by the any Borrower on account of any facility commitment fee hereunder and any reduction of the Revolving Credit Commitments of the Lenders Lenders, shall be made pro rata according to the respective Commitment Revolving Credit Percentages of the Lenders. Each payment of interest in respect of the Loans and each payment in respect of fees payable hereunder shall be applied to the amounts of such obligations owing to the Lenders pro rata according to the respective amounts then due and owing to the Lenders.
(b) Each payment (including each prepayment) by the any Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective outstanding principal amounts ofof the Loans then held by the Lenders.
(c) The application of any payment of Loans (including optional and mandatory prepayments) shall be made, or interest onfirst, to Base Rate Loans and, second, to Eurodollar Loans. Each payment of the Loans, as Loans (except in the case may be, then due and owing of Loans that are Base Rate Loans) shall be accompanied by accrued interest to the Lenders. date of such payment on the amount paid.
(d) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City timethe Payment Time, on the due date thereof to the Administrative Agent, for the account of the relevant Lenders, at the Administrative Agent's office specified in subsection 11.2Payment Office, in Dollars and in immediately available funds. The Administrative Agent Any payment made by any Borrower after the Payment Time on any Business Day shall distribute such payments be deemed to have been made on the Lenders promptly upon receipt in like funds as receivednext following Business Day. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be deemed made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(be) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing of Loans that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower Borrowers a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the BorrowerBorrowers.
(f) Unless the Administrative Agent shall have been notified in writing by the Borrower Representative prior to the date of any payment of Loans due to be made by the Borrowers hereunder that the Borrowers will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrowers are making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrowers within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrowers.
(g) Upon receipt by the Administrative Agent of payments on behalf of Lenders, the Administrative Agent shall promptly distribute such payments to the Lender or Lenders entitled thereto, in like funds as received by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (KKR Real Estate Finance Trust Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility fee hereunder and any reduction of the Commitments of the Lenders shall be made pro rata according to the respective Commitment Term Loan Percentages or Revolving Credit Percentages, as the case may be, of the relevant Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Term Loans shall be made pro rata according to the respective outstanding principal amounts of, or of the Term Loans then held by the Term Loan Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on, on the Loans, as the case may be, then due and owing Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of the Revolving Credit Loans then held by the Revolving Credit Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-set off or counterclaim and shall be made prior to 12:00 Noon, New York City 11:00 A.M. Los Angeles time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.29.2, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, the Base Rate Loans or of fees shall be hereunder becomes due and payable on a day that is not other than a Domestic Business Day, the date for such payment thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended and, with respect to the next succeeding Eurodollar Business Day unless such Eurodollar Business Day falls in another calendar month, in which case the date for payment thereof shall be the next preceding Eurodollar Business Day. Whenever any payment payments of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwiseprincipal, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share applicable Commitment Percentage of such borrowing available to the Loans to be made on such Borrowing DateAgent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share applicable Commitment Percentage of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon thereon, without duplication of any amounts received by the Agent from such Lender, at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansBase Rate Loans hereunder, on demand, from the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit Loansfrom the Lenders hereunder, each payment by the Borrower on account of any facility commitment fee hereunder and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Commitment Revolving Percentages of the Lenders. .
(b) Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received, net of any amounts owing by such Lender pursuant to Section 9.7. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar Base Rate Loans, on demand, from the Borrower. Nothing in this paragraph shall be deemed to limit the rights of the Borrower against any such Lender.
(e) Unless the Administrative Agent shall have been notified in writing by the Borrower prior to the date of any payment due to be made by the Borrower hereunder that the Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that the Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrower.
(f) If any Lender shall fail to make any payment required to be made by it pursuant to Sections 2.8(a), 3.8(d), 3.8(e) or 9.7, then the Administrative Agent shall apply any amounts thereafter received by the Administrative Agent or the Issuing Lender for the account of such Lender to satisfy such Lender’s obligations under such Sections until all such unsatisfied obligations are fully paid.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each payment (other than optional prepayments) of principal or interest in respect of the Loans shall be made pro rata according to the amounts then due and owing to the respective Lenders.
(b) Each borrowing by the Borrower in respect of Revolving Credit Loans, each Loans from the Lenders hereunder shall be made pro rata according to the Revolving Credit Commitment Percentages of the Lenders in effect on the date of such borrowing. Each payment by the Borrower on account of any facility fee hereunder and any reduction of the Revolving Credit Commitments of the Lenders shall be made allocated by the Administrative Agent among the Lenders pro rata according to the respective Revolving Credit Commitment Percentages of the Lenders. Each payment (including each prepayment) by the Borrower on account of principal of and interest on the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as the case may be, Revolving Credit Loans then due and owing to the Lenders. All payments (including prepayments) to be made by the Borrower hereunder or under any Notehereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-set off or 29 24 counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.210.2, in Dollars and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders promptly upon receipt in like funds as received. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Loans or of fees shall be Eurodollar Loans) becomes due and payable on a day that is not other than a Domestic Business Day, the date for such payment thereof shall be extended to the next succeeding Domestic Business Day, and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension. Whenever If any payment of principal of, or interest on, the on a Eurodollar Loans or Money Market LIBOR Loans shall be Loan becomes due and payable on a day that is not other than a Eurodollar Business Day, the date for maturity of such payment thereof shall be extended to the next succeeding Eurodollar Business Day (and, with respect to payments of principal, interest thereon shall be payable at the then applicable rate during such extension) unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwise, interest thereon shall be payable for such extended time.
(b) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a shall have been notified in writing by any Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon at a rate equal to the daily average Federal Funds Effective Rate for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at equal to the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans hereunder, on demand, from the Borrower.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Borrower in respect of Revolving Credit LoansBorrowers from the Lenders hereunder, and each payment by the Borrower Borrowers on account of any facility commitment fee hereunder and any reduction of the Revolving Commitments of the Lenders shall be made pro rata according to the respective Commitment Revolving Percentages of the relevant Lenders. .
(b) Each payment (including each prepayment) by the Borrower Borrowers on account of principal of and interest on the Revolving Loans shall be made pro rata according to the respective outstanding principal amounts of, or interest on, of the Loans, as Revolving Loans then held by the case may be, then due and owing to the Revolving Lenders. .
(c) All payments (including prepayments) to be made by the Borrower hereunder or under any NoteBorrowers hereunder, whether on account of principal, interest, fees or otherwise, shall be made without deduction, set-off setoff or counterclaim and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent, for the account of the Lenders, at the Administrative Agent's office specified in subsection 11.2Funding Office, in Dollars or Canadian Dollars, as applicable, and in immediately available funds. The Administrative Agent shall distribute such payments to the Lenders each relevant Lender promptly upon receipt in like funds as received, net of any amounts owing by such Lender pursuant to Section 9.7. Whenever If any payment of principal of, or interest on, hereunder (other than payments on the Base Rate Eurodollar Loans or of fees shall be CDOR Rate Loans, as applicable) becomes due and payable on a day that is not other than a Domestic Business Day, such payment shall be extended to the next succeeding Business Day. If any payment on a Eurodollar Loan or CDOR Rate Loan becomes due and payable on a day other than a Business Day, the date for payment maturity thereof shall be extended to the next succeeding Domestic Business Day. Whenever any payment of principal of, or interest on, the Eurodollar Loans or Money Market LIBOR Loans shall be due on a day that is not a Eurodollar Business Day, the date for payment thereof shall be extended to the next succeeding Eurodollar Business Day unless the result of such Eurodollar Business Day falls in extension would be to extend such payment into another calendar month, in which case the date for event such payment thereof shall be made on the next immediately preceding Eurodollar Business Day. Whenever In the case of any extension of any payment of principal of, or interest on, the Money Market Absolute Rate Loans shall be due on a day that is not a Domestic Business Day, the date for payment thereof shall be extended pursuant to the next succeeding Domestic Business Day. If 38 the date for any payment of principal is extended by operation of law or otherwisepreceding two sentences, interest thereon shall be payable for at the then applicable rate during such extended timeextension.
(bd) Unless the Administrative Agent shall have received notice from the Borrower prior to the date on which been notified in writing by any payment is due to the Lenders hereunder that the Borrower will not make such payment in full, the Administrative Agent may assume that the Borrower has made such payment in full to the Administrative Agent on such date and the Administrative Agent may, in reliance upon such assumption, cause to be distributed to each Lender on such due date an amount equal to the amount then due such Lender. If and to the extent that the Borrower shall not have so made such payment, each Lender shall repay to the Administrative Agent forthwith on demand such amount distributed to such Lender together with interest thereon, for each day from the date such amount is distributed to such Lender until the date such Lender repays such amount to the Administrative Agent, at the Federal Funds Rate.
(c) Unless the Administrative Agent has received notice from a Lender prior to a Borrowing Date borrowing that such Lender will not make available to the Administrative Agent the amount that would constitute its share of such borrowing available to the Loans to be made on such Borrowing DateAdministrative Agent, the Administrative Agent may assume that such Lender is making such amount available to the Administrative Agent, and the Administrative Agent may, in reliance upon such assumption, make available to the relevant Borrower a corresponding amount. If such amount is not made available to the Administrative Agent by the required time on such the Borrowing DateDate therefor, such Lender shall pay to the Administrative Agent, on demand, such amount with interest thereon thereon, at a rate equal to the daily average greater of (i) the Federal Funds Effective Rate and (ii) a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation, for the period until such Lender makes such amount immediately available to the Administrative Agent. A certificate of the Administrative Agent submitted to any Lender with respect to any amounts owing under this subsection paragraph shall be conclusive in the absence of manifest error. In addition to, and not in limitation of, the foregoing, if If such Lender's ’s share of such Loans borrowing is not made available to the Administrative Agent by such Lender within three Business Days of after such Borrowing Date, the Administrative Agent shall also be entitled to recover such amount with interest thereon at the rate per annum equal to the Federal Funds Rate plus the Applicable Margin applicable to Eurodollar LoansABR Loans under the relevant Facility, on demand, from the BorrowerBorrowers.
(e) Unless the Administrative Agent shall have been notified in writing by the relevant Borrower prior to the date of any payment due to be made by such Borrower hereunder that such Borrower will not make such payment to the Administrative Agent, the Administrative Agent may assume that such Borrower is making such payment, and the Administrative Agent may, but shall not be required to, in reliance upon such assumption, make available to the Lenders their respective pro rata shares of a corresponding amount. If such payment is not made to the Administrative Agent by the relevant Borrower within three Business Days after such due date, the Administrative Agent shall be entitled to recover, on demand, from each Lender to which any amount which was made available pursuant to the preceding sentence, such amount with interest thereon at the rate per annum equal to the daily average Federal Funds Effective Rate. Nothing herein shall be deemed to limit the rights of the Administrative Agent or any Lender against the Borrowers.
(f) If any Lender shall fail to make any payment required to be made by it pursuant to Section 2.2, 2.4(b), 2.4(c), 2.13(d), 3.4(a) or 9.7, then the Administrative Agent may, in its discretion and notwithstanding any contrary provision hereof, (i) apply any amounts thereafter received by the Administrative Agent for the account of such Lender for the benefit of the Administrative Agent, the Swingline Lender or the Issuing Lender to satisfy such Lender’s obligations to it under such Section until all such unsatisfied obligations are fully paid, and/or (ii) hold any such amounts in a segregated account as cash collateral for, and application to, any future funding obligations of such Lender under any such Section, in the case of each of clauses (i) and (ii) above, in any order as determined by the Administrative Agent in its discretion.
Appears in 1 contract
