Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective amounts due and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b). All payments (including prepayments) to be made by the Borrower on account of principal, interest and fees shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account of the Lenders at the Administrative Agent’s office specified on Schedule 9.2 in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when due. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
Appears in 1 contract
Samples: Credit Agreement (Ruddick Corp)
Pro Rata Treatment and Payments. Each (a) Except as expressly otherwise provided herein, each borrowing of Revolving Loans and (other than Swing Line Loans) by the Borrowers from the Lenders hereunder shall be made, each payment (except as provided in Section 4.14(a)) by the Borrowers on account of any reduction commitment fee in respect of the Revolving Commitments hereunder and any reduction (other than a reduction except as provided in Section 2.9, 2.10, 2.11, 4.13(d), 11.1(g) or 11.1(h)) of the Revolving Commitments pursuant to Section 2.23) of the Lenders shall be made allocated by the Administrative Agent, pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing Lenders (other than payments in respect of any difference in the Notes Applicable Commitment Fee Percentages in respect of any Tranche); provided that at the request of the Borrower andParent Borrower, thirdin lieu of such application on a pro rata basis among all Revolving Commitments, such reduction may be applied to any Revolving Commitments so long as the Maturity Date of such Revolving Commitments precedes the Maturity Date of each other Tranche of Revolving Commitments then outstanding or, in the event more than one Tranche of Revolving Commitments shall have an identical Maturity Date that precedes the Maturity Date of each other Tranche of Revolving Commitments then outstanding, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment such Tranches on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made a pro rata in accordance with the respective amounts of such fees due and owingbasis. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 Sections 2.9, 2.10, 2.11, 2.12, 4.9, 4.10, 4.11, 4.12, 4.13(d), 4.14, 11.1(g), 11.1(h) or prepayments11.6) by the Borrower Borrowers on account of principal of and interest on any Tranche of Loans (other than (v) payments in respect of any difference in the Loans Applicable Margin, Eurocurrency Rate, Daily Simple XXXXX or ABR in respect of any Tranche, (w) any payment pursuant to Section 4.4(b)(i), to the extent declined by any Lender as provided in Section 4.4(b)(ii), (x) any payments pursuant to Section 4.4(f), which shall be made allocated as set forth in Section 4.4(f); (y) any prepayments pursuant to Section 11.6(i) and (z) any payment accompanying a termination of Revolving Commitments pursuant to the proviso to the first sentence of this Section 4.8(a) which shall be applied to the Revolving Loans outstanding under the Tranches under which Revolving Commitments are being terminated) shall be allocated by the Administrative Agent (1) pro rata according to the respective outstanding principal amounts due of such Loans of such Tranche then held by the respective Lenders (or as otherwise provided in the applicable Incremental Commitment Amendment, Extension Amendment or Specified Refinancing Amendment, if applicable) and owing in accordance (2) with Section 2.7(a) hereof. Each optional prepayment on account respect to Extended Revolving Loans, pro rata with all other outstanding Revolving Loans; provided that a Lender may, at its option, and if agreed by the Parent Borrower, exchange such Lender’s portion of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (a Term Loan to be applied prepaid for Rollover Indebtedness, in lieu of such Lender’s pro rata among the Lenders); providedportion of such prepayment, that prepayments made pursuant to the last sentence of Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b4.4(b)(iii). All payments (including prepayments) to be made by the Borrower Borrowers hereunder, whether on account of principal, interest and fees interest, fees, Reimbursement Amounts or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to (x) 2:00 P.M., New York City time on the due date thereof in the case of payments denominated in Dollars or Canadian Dollars or any other Designated Foreign Currency not specified in clause (y) or (z), (y) 8:00 A.M., New York City time on the due date thereof in the case of payments denominated in Euro and Sterling and (z) 3:00 P.M., New York City time on the date that is one Business Day prior to the due date thereof in the case of payments denominated in Australian Dollars, to the Administrative Agent Agent, for the account of the Lenders holding the relevant Loan or the applicable Revolving L/C Participants, as the case may be, at the Administrative Agent’s office specified on Schedule 9.2 in Section 11.2, in Dollars or, in the case of Loans outstanding in any Designated Foreign Currency and L/C Obligations denominated in any Designated Foreign Currency, such Designated Foreign Currency and, whether in Dollars or any Designated Foreign Currency, in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina timefunds. Any pro rata calculations required to be made pursuant to this Section 4.8(a) in respect of any Revolving Loan denominated in a Designated Foreign Currency shall be made on a Dollar Equivalent basis. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to such Lenders or Revolving L/C Participants, as the Lenders entitled thereto promptly upon receipt case may be, if any such payment is received prior to 2:00 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans or BA Equivalent Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan or a BA Equivalent Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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.. This Section 4.8(a) may be amended in accordance with Section 11.1(d) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new Tranches added pursuant to Sections 2.9, 2.10, 2.11 and 11.1(h), as applicable. 144
Appears in 1 contract
Samples: Credit Agreement (Hertz Corp)
Pro Rata Treatment and Payments. (a) Each borrowing Revolving Credit Borrowing by the Company from the Banks hereunder, each payment by the Company on account of Revolving Loans any fee hereunder and, except as contemplated by subsections 2.1(c)(iii), 2.20, 2.22 and 2.23 any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Banks shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving LendersBanks. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing Except as contemplated by the Borrower pursuant to Section 2.4(asubsections 2.1(c)(iii), second2.20, to interest then due 2.22 and owing in respect of the Notes of the Borrower and2.23, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each each payment (other than payments pursuant to Section 2.23 or prepaymentsincluding each prepayment) by the Borrower Company on account of principal of and interest on the Revolving Credit Loans shall be made pro rata according to the respective outstanding principal amounts due and owing in accordance with Section 2.7(a) hereofof the Revolving Credit Loans then held by the Banks. Each optional prepayment on account payment of principal of the Loans any Competitive Bid Borrowing shall be applied to such of the Loans as the Borrower may designate (to be applied allocated pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied Banks participating in such Borrowing in accordance with the respective principal amounts of their outstanding Competitive Bid Loans comprising such section, and payments pursuant to Section 2.23 Borrowing. Each payment of interest on any Competitive Bid Borrowing shall be applied allocated pro rata among the Banks participating in such Borrowing in accordance with the respective amounts of accrued and unpaid interest on their outstanding Competitive Bid Loans comprising such sectionBorrowing. Each mandatory prepayment (other than payments pursuant Bank agrees that in computing such Bank's portion of any Borrowing to Section 2.23) on account be made hereunder, the Administrative Agent may, in its discretion, round each Bank's percentage of principal of such Borrowing to the Loans shall be applied in accordance with Section 2.7(b)next higher or lower whole dollar amount. All payments (including prepayments) to be made by the Borrower Company hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-set off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to 12:00 Noon, New York City time, on the due date thereof to the Administrative Agent Agent, for the account of the Lenders Banks, at the Administrative Agent’s 's office specified on Schedule 9.2 in subsection 9.2, in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when duefunds. The Administrative Agent shall distribute such payments to the Lenders entitled thereto Lending Installation of the Banks promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Eurodollar Loans) becomes due and payable on a day other than a 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 LIBOR Rate Eurodollar Loan becomes due and payable on a day other than a Business Working Day, the maturity thereof shall be extended to the next succeeding Business Working 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 Working Day.
Appears in 1 contract
Samples: Credit Agreement (Cit Group Inc)
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23a) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 subsection 2.6, 3.9, 3.10, 3.11, 3.12, 3.13(d) or prepayments10.1(f), and subject to subsection 3.4(h)) by the Borrower on account of principal of and interest on any Tranche of Loans (other than (x) any payment pursuant to subsection 3.4(b) or (c), to the Loans extent declined by any Lender as provided in subsection 3.4(e) and (y) any payments pursuant to subsection 3.4(i), which shall be made allocated as set forth in subsection 3.4(i)) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due and owing of such Tranche then held by the respective Lenders (or as otherwise provided in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans applicable Incremental Commitment Amendment or Extension Amendment, as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(bapplicable). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to 1:00 P.M., New York City time, on the due date thereof to the Administrative Agent Agent, for the account of the relevant Lenders at the Administrative Agent’s office specified on Schedule 9.2 in subsection 10.2, and shall be made in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to the Lenders entitled thereto 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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.
Appears in 1 contract
Samples: Credit Agreement (Trans-Porte, Inc.)
Pro Rata Treatment and Payments. Each (a) Except as expressly otherwise provided herein, each borrowing of Revolving Credit Loans by any of the applicable Borrowers from the Lenders hereunder shall be made, each payment (except as provided in subsection 4.15) by any of the Borrowers on account of any commitment fee in respect of the Commitments hereunder shall be allocated by the Administrative Agent and any reduction (except as provided in subsection 2.6, 4.13(d) or 11.1(g)) of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders, as applicable, shall be made allocated by the Administrative Agent in each case pro rata according to the respective Revolving Commitment Percentages Percentage of the Revolving Lenders. Each payment under this Agreement or Lenders provided that at the request of the Parent Borrower, in lieu of such application on a pro rata basis among all Commitments, such reduction may be applied to any Note Commitments so long as the Termination Date of such Commitments precedes the Termination Date of each other Tranche of Commitments then outstanding or, in the event more than one Tranche of Commitments shall be applied, firsthave an identical Termination Date that precedes the Termination Date of each other Tranche of Commitments then outstanding, to any fees then due and owing by the Borrower such Tranches on a pro rata basis. Except as expressly otherwise provided herein, each payment (including each prepayment (but excluding payments made pursuant to Section 2.4(asubsection 2.6, 2.8, 4.5(b), second4.9, to interest then due and owing in respect 4.10, 4.11, 4.12, 4.13(d), 4.15(c) or 11.1(g) or 11.6)) by any of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower applicable Borrowers on account of principal of and interest on any Revolving Credit Loans (other than (x) payments in respect of any difference in the Applicable Margin, Adjusted LIBOR Rate or ABR in respect of any Tranche, (y) [reserved] and (z) any payment accompanying a termination of Commitments pursuant to the provisos to the first sentence of this subsection 4.8(a) which shall be applied to the Loans outstanding under the Tranches under which Commitments are being terminated) shall be made allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of such Revolving Credit Loans then held by the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the relevant Revolving Credit Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b). All payments (including prepayments) to be made by any of the Borrower Borrowers hereunder, whether on account of principal, interest and fees interest, fees, Reimbursement Obligations or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made on or prior to the time expressly required hereunder or under such other Loan Document for such payment (or, if no such time is expressly required, prior to 2:00 P.M., New York City time) on the due date thereof to the Administrative Agent for the account of the Lenders holding the relevant Loans, the Administrative Agent, or the Other Representatives, as the case may be, at the Administrative Agent’s office specified on Schedule 9.2 in Dollars subsection 11.2, and shall be made in Dollars, and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to such Lenders or Other Representatives, as the Lenders entitled thereto promptly upon receipt case may be, if any such payment is received prior to 2:00 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 or Other Representatives, as the case may be, on the next succeeding Business Day. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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. This subsection 4.8(a) may be amended in accordance with subsection 11.1(d) or 11.1(g) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new classes or tranches of loans added pursuant to subsections 2.6 and 2.8, as applicable.
Appears in 1 contract
Pro Rata Treatment and Payments. Each (a) Except as expressly otherwise provided herein, each borrowing of Revolving Loans and (other than Swing Line Loans) by the Borrowers from the Lenders hereunder shall be made, each payment (except as provided in Section 4.14(a)) by the Borrowers on account of any reduction commitment fee in respect of the Revolving Commitments hereunder and any reduction (other than a reduction except as provided in Section 2.9, 2.10, 2.11, 4.13(d), 11.1(g) or 11.1(h)) of the Revolving Commitments pursuant to Section 2.23) of the Lenders shall be made allocated by the Administrative Agent, pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing Lenders (other than payments in respect of any difference in the Notes Applicable Commitment Fee Percentages in respect of any Tranche); provided that at the request of the Borrower andParent Borrower, thirdin lieu of such application on a pro rata basis among all Revolving Commitments, such reduction may be applied to any Revolving Commitments so long as the Maturity Date of such Revolving Commitments precedes the Maturity Date of each other Tranche of Revolving Commitments then outstanding or, in the event more than one Tranche of Revolving Commitments shall have an identical Maturity Date that precedes the Maturity Date of each other Tranche of Revolving Commitments then outstanding, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment such Tranches on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made a pro rata in accordance with the respective amounts of such fees due and owingbasis. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 Sections 2.9, 2.10, 2.11, 2.12, 4.9, 4.10, 4.11, 4.12, 4.13(d), 4.14, 11.1(g), 11.1(h) or prepayments11.6) by the Borrower Borrowers on account of principal of and interest on any Tranche of Loans (other than (v) payments in respect of any difference in the Loans Applicable Margin, Eurocurrency Rate, Term SOFR, Daily Simple SXXXX or ABR in respect of any Tranche, (w) any payment pursuant to Section 4.4(b)(i), to the extent declined by any Lender as provided in Section 4.4(b)(ii), (x) any payments pursuant to Section 4.4(f), which shall be made allocated as set forth in Section 4.4(f); (y) any prepayments pursuant to Section 11.6(i) and (z) any payment accompanying a termination of Revolving Commitments pursuant to the proviso to the first sentence of this Section 4.8(a) which shall be applied to the Revolving Loans outstanding under the Tranches under which Revolving Commitments are being terminated) shall be allocated by the Administrative Agent (1) pro rata according to the respective outstanding principal amounts due of such Loans of such Tranche then held by the respective Lenders (or as otherwise provided in the applicable Incremental Commitment Amendment, Extension Amendment or Specified Refinancing Amendment, if applicable) and owing in accordance (2) with Section 2.7(a) hereof. Each optional prepayment on account respect to Extended Revolving Loans, pro rata with all other outstanding Revolving Loans; provided that a Lender may, at its option, and if agreed by the Parent Borrower, exchange such Lender’s portion of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (a Term Loan to be applied prepaid for Rollover Indebtedness, in lieu of such Lender’s pro rata among the Lenders); providedportion of such prepayment, that prepayments made pursuant to the last sentence of Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b4.4(b)(iii). All payments (including prepayments) to be made by the Borrower Borrowers hereunder, whether on account of principal, interest and fees interest, fees, Reimbursement Amounts or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to (x) 2:00 P.M., New York City time on the due date thereof in the case of payments denominated in Dollars or Canadian Dollars or any other Designated Foreign Currency not specified in clause (y) or (z), (y) 8:00 A.M., New York City time on the due date thereof in the case of payments denominated in Euro and Sterling and (z) 3:00 P.M., New York City time on the date that is one Business Day prior to the due date thereof in the case of payments denominated in Australian Dollars, to the Administrative Agent Agent, for the account of the Lenders holding the relevant Loan or the applicable Revolving L/C Participants, as the case may be, at the Administrative Agent’s office specified on Schedule 9.2 in Section 11.2, in Dollars or, in the case of Loans outstanding in any Designated Foreign Currency and L/C Obligations denominated in any Designated Foreign Currency, such Designated Foreign Currency and, whether in Dollars or any Designated Foreign Currency, in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina timefunds. Any pro rata calculations required to be made pursuant to this Section 4.8(a) in respect of any Revolving Loan denominated in a Designated Foreign Currency shall be made on a Dollar Equivalent basis. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to such Lenders or Revolving L/C Participants, as the Lenders entitled thereto promptly upon receipt case may be, if any such payment is received prior to 2:00 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans or BA Equivalent Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan or a BA Equivalent Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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.. This Section 4.8(a) may be amended in accordance with Section 11.1(d) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new Tranches added pursuant to Sections 2.9, 2.10, 2.11 and 11.1(h), as applicable. 148
Appears in 1 contract
Samples: Credit Agreement (Hertz Corp)
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Revolving-1 Loans and any reduction of the Revolving Revolving-1 Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a)2.7, second, to interest then due and owing in respect of the Notes of the Borrower Loans and, third, to principal then due and owing hereunder and under the Notes of the BorrowerLoans. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) Section 2.7 shall be made pro rata in accordance with the respective amounts of such fees due and owingowing (except as to the portion of the Letter of Credit retained by the Issuing Lender, the Issuing Lender Fees and fees payable to the Agents). Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower on account of principal of and interest on the Loans shall be made pro rata to the applicable Lenders entitled thereto (on the basis of the applicable Commitment Percentage) according to the respective amounts due and owing first to Alternate Base Rate Loans and then to LIBOR Rate Loans in accordance with Section 2.7(a) hereofthe direct order of Interest Period maturities. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lendersset forth in Section 2.9(a); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b2.9(b). All payments (including prepayments) to be made by the Borrower on account of principal, interest and fees shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b2.20(b)) and shall be made (A) with respect to all Credit Party Obligations denominated in Dollars, to the Administrative Agent for the account of the Lenders at the Administrative Agent’s office specified on Schedule 9.2 entitled thereto, in Dollars and in immediately available funds not later than 1:00 p.m. 2:00 P.M. (Charlotte, North Carolina time) on the date when due, and (B) with respect to all Alternative Currency Loans, to the Administrative Agent's Correspondent for the account of the Lenders entitled thereto, in such Alternative Currency and in immediately available funds not later than 11:00 A.M. (the time of the Administrative Agent's Correspondent) on the date when due. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
Appears in 1 contract
Samples: Credit Agreement (Dean Foods Co/)
Pro Rata Treatment and Payments. (a) Each borrowing Borrowing, each payment received by the Administrative Agent on account of Revolving Loans the Letter of Credit Fees, and any reduction in the Commitments, shall be allocated by the Administrative Agent to the Lenders pro rata according to their respective Percentages. Each payment and prepayment by the Borrowers on account of principal of or interest on the Revolving Commitments Loans, each continuation of Loans of a particular Type, and each conversion of Loans from one Type to another (other than a reduction of Revolving Commitments conversions pursuant to Section 2.233.2 or 3.3) shall be made pro rata and shall be allocated by the Administrative Agent among the Lenders according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to outstanding principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective amounts due and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b)their Loans. All payments (including prepayments) and prepayments to be made by the Borrower Borrowers hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to 12:00 noon (or, in the case of payments under Section 2.10(g), prior to 10:00 a.m.) on the due date thereof to the Administrative Agent Agent, for the account of the Lenders at Lenders, the Issuing Bank or the Administrative Agent’s office specified on Schedule 9.2 , as appropriate, by a transfer in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotteto the office of the Administrative Agent at 000 Xxxx 00xx Xxxxxx, North Carolina Xxx Xxxx, Xxx Xxxx 00000, or at such other office of the Administrative Agent or any affiliate thereof as the Administrative Agent may specify from time to time) on the date when due. The Administrative Agent shall distribute any such payments received by it for the account of the Lenders or the Issuing Bank to the Lenders entitled thereto or the Issuing Bank, as appropriate, promptly upon its receipt thereof in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a Business Day, such payment due date 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
Appears in 1 contract
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23a) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 subsection 2.6, 3.9, 3.10, 3.11, 3.13(d) or prepayments10.1(f)) by the Borrower on account of principal of and interest on any Tranche of Loans (other than (x) any payment pursuant to subsection 3.4(b) or (c), to the Loans extent declined by any Lender as provided in subsection 3.4(e) and (y) any payments pursuant to subsection 3.4(i), which shall be made allocated as set forth in subsection 3.4(i)) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due and owing of such Tranche then held by the respective Lenders (or as otherwise provided in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans applicable Incremental Commitment Amendment or Extension Amendment, as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(bapplicable). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to 1:00 P.M., New York City time, on the due date thereof to the Administrative Agent Agent, for the account of the relevant Lenders at the Administrative Agent’s office specified on Schedule 9.2 in subsection 10.2, and shall be made in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to the Lenders entitled thereto 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing Loan from the Lenders, each payment (including each prepayment) by the Borrower on account of Revolving the principal of and interest on the Loans and on account of any fees hereunder, any reimbursement of LC Disbursements, and any reduction of the Revolving Total Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages Applicable Percentages, except that (i) payments or prepayments, and offsets against or reductions from the amount of payments and prepayments, in each case, specifically for the Revolving Lenders. Each account of a particular Lender under the terms of Section 2.13, Section 2.15, Section 2.20, Section 9.03 or Section 9.13 shall be made for the account of such Lender (or the Swingline Lenders in the case of Section 2.21), and (ii) if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment under this Agreement made on account of principal of or any Note interest on the Loans shall be applied, first, to any fees then due and owing by first for the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect account of the Notes of Lenders other than the Borrower andDefaulting Lender, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with according to the respective amounts Commitments of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by Lenders, until the Borrower on account of principal of and interest on the Loans of such Lenders shall be made pro rata according to have been paid in full and, second for the respective amounts due and owing account of such Defaulting Lender, provided that the application of such payments in accordance with Section 2.7(athis clause (ii) hereof. Each optional prepayment on account shall not constitute an Event of Default or a Default, and no payment of principal of or interest on the Loans of such Defaulting Lender shall be applied to such of the Loans as the Borrower may designate (considered to be overdue for purposes of Section 2.09(a), if, had such payments been applied pro rata among the Lenderswithout regard to this clause (ii); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with no such section, Event of Default or Default would have occurred and payments pursuant to Section 2.23 shall be applied in accordance with no such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account payment of principal of or interest on the Loans shall be applied in accordance with Section 2.7(b)of such Defaulting Lender would have been overdue. All payments (including prepayments) to be made by the Borrower on account of principal, interest interest, reimbursement of LC Disbursements and fees shall be made in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account on behalf of the Lenders (or on behalf of any Issuing Lender or the Swingline Lenders, as the case may be) at the Administrative Agent’s office specified on Schedule 9.2 as notified to the Borrower from time to time at least five (5) Business Days before any change in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on such office. On the date when dueof this Agreement, the office of the Administrative Agent is located at JPMorgan Chase Bank, N.A., Loan and Agency Services Group, 0000 Xxxxxx Xxxxxx, Floor 10, Houston, TX 77002-6925, Attention of Xxxxxx X. Xxxxxxx, Phone No.: (000) 000-0000, Facsimile No.: (000) 000-0000. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments Reimbursement of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment all LC Disbursements shall be made on the immediately preceding Business Dayas required by Section 2.05(e).
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing payment by the Borrower on account of Revolving Loans any commitment fee in respect of the Delayed Draw Term Commitments hereunder and any reduction of the Revolving Delayed Draw Term Loan Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders shall in each case be made allocated by the Administrative Agent pro rata according to the respective Revolving Commitment Percentages of outstanding Delayed Draw Term Loan Commitments then held by the Revolving respective Lenders. Each payment under this Agreement or any Note shall be applied(including each prepayment, first, to any fees then due and owing by the Borrower but excluding payments made pursuant to Section 2.4(asubsection 2.5, 3.9, 3.10, 3.11, 3.13(d) or 10.1(e), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower on account of principal of and interest on any Tranche of Loans (other than (x) any payment pursuant to subsection 3.4(b), (c) or (d), to the Loans extent declined by any Lender as provided in subsection 3.4(f) and (y) any payments pursuant to subsection 3.4(j), which shall be made allocated as set forth in subsection 3.4(j)) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due and owing of such Tranche then held by the respective Lenders (or as otherwise provided in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(bapplicable Extension Amendment). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and fees interest, fees, or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to 1:00 P.M., New York City time, on the due date thereof to the Administrative Agent Agent, for the account of the relevant Lenders at the Administrative Agent’s office specified on Schedule 9.2 in subsection 10.2, and shall be made in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to the Lenders entitled thereto 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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.
Appears in 1 contract
Samples: Credit Agreement (Servicemaster Co)
Pro Rata Treatment and Payments. (a) Each borrowing Borrowing by the Borrower from the Lenders, each payment (including each prepayment) by the Borrower on account of Revolving the principal of and interest on the Loans and on account of any fees hereunder, any reimbursement of LC Disbursements, and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders hereunder shall be made pro rata according to the respective Revolving Commitment Percentages Commitments, except that (i) payments or prepayments, and offsets against or reductions from the amount of payments and prepayments, in each case, specifically for the Revolving Lenders. Each account of a particular Lender under the terms of Section 2.04, Section 2.15, Section 3.01, Section 3.02, Section 3.04, Section 3.05, Section 10.04 or Section 10.15 shall be made for the account of such Lender (or the Swingline Lender in the case of Section 2.15), and (ii) if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment under this Agreement made on account of principal of or any Note interest on the Loans shall be applied, first, to any fees then due and owing by first for the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect account of the Notes of Lenders other than the Borrower andDefaulting Lender, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with according to the respective amounts Commitments of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by Lenders, until the Borrower on account of principal of and interest on the Loans of such Lenders shall be made pro rata according to have been paid in full and, second for the respective amounts due and owing account of such Defaulting Lender, provided that the application of such payments in accordance with Section 2.7(athis clause (ii) hereof. Each optional prepayment on account shall not constitute an Event of Default or a Default, and no payment of principal of or interest on the Loans of such Defaulting Lender shall be applied to such of the Loans as the Borrower may designate (considered to be overdue for purposes of Section 2.10(a), if, had such payments been applied pro rata among the Lenderswithout regard to this clause (ii); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with no such section, Event of Default or Default would have occurred and payments pursuant to Section 2.23 shall be applied in accordance with no such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account payment of principal of or interest on the Loans shall be applied in accordance with Section 2.7(b)of such Defaulting Lender would have been overdue. All payments (including prepayments) to be made by the Borrower on account of principal, interest interest, reimbursement of LC Disbursements and fees shall be made in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account on behalf of the Lenders (or on behalf of the Issuing Bank or the Swingline Lender, as the case may be) at the Administrative Agent’s office specified on Schedule 9.2 as notified to the Borrower from time to time at least five Business Days before any change in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on such office. On the date when dueof this Agreement, the office of the Administrative Agent is located at Xxxxx Fargo Bank, National Association, Houston Energy Group, 0000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxx, XX 00000, Attention of Xxxx Xxxxxx, Phone No.: (000) 000-0000, Facsimile No.: (000) 000-0000. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments Reimbursement of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment all LC Disbursements shall be made on the immediately preceding Business Dayas required by Section 2.05(e).
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing Borrowing by the Borrower from the Lenders, each payment (including each prepayment) by the Borrower on account of Revolving the principal of and interest on the Loans and on account of any fees hereunder, any reimbursement of LC Disbursements, and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders hereunder shall be made pro rata according to the respective Revolving Commitment Percentages Commitments, except that (i) payments or prepayments, and offsets against or reductions from the amount of payments and prepayments, in each case, specifically for the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect account of the Notes of the Borrower and, third, to principal then due and owing hereunder and a particular Lender under the Notes terms of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a)Section 2.04, (b) and (c) Section 2.15, Section 3.01, Section 3.02, Section 3.04, Section 3.05, Section 10.04 or Section 10.15 shall be made pro rata in accordance with for the respective amounts account of such fees due Lender (or the Swingline Lender in the case of Section 2.15), and owing. Each (ii) if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower made on account of principal of and or interest on the Loans shall be made pro rata according to applied as provided in Section 2.16, provided that the respective amounts due and owing application of such payments in accordance with Section 2.7(athis clause (ii) hereof. Each optional prepayment on account shall not constitute an Event of Default or a Default, and no payment of principal of or interest on the Loans of such Defaulting Lender shall be applied to such of the Loans as the Borrower may designate (considered to be overdue for purposes of Section 2.10(a), if, had such payments been applied pro rata among the Lenderswithout regard to this clause (ii); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with no such section, Event of Default or Default would have occurred and payments pursuant to Section 2.23 shall be applied in accordance with no such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account payment of principal of or interest on the Loans shall be applied in accordance with Section 2.7(b)of such Defaulting Lender would have been overdue. All payments (including prepayments) to be made by the Borrower on account of principal, interest interest, reimbursement of LC Disbursements and fees shall be made in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account on behalf of the Lenders (or on behalf of the Issuing Bank or the Swingline Lender, as the case may be) at the Administrative Agent’s office specified on Schedule 9.2 Office as notified to the Borrower from time to time at least five Business Days before any change in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when duesuch office. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments Reimbursement of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment all LC Disbursements shall be made on the immediately preceding Business Dayas required by Section 2.05(e).
Appears in 1 contract
Samples: Revolving Credit Agreement (Markwest Energy Partners L P)
Pro Rata Treatment and Payments. (a) Each borrowing Borrowing by the Borrower from the Lenders, each payment (including each prepayment) by the Borrower on account of Revolving the principal of and interest on the Loans and on account of any fees hereunder, any reimbursement of LC Disbursements, and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders hereunder shall be made pro rata according to the respective Revolving Commitment Percentages Commitments, except that (i) payments or prepayments, and offsets against or reductions from the amount of payments and prepayments, in each case, specifically for the Revolving Lenders. Each account of a particular Lender under the terms of Section 2.04, Section 2.09(b), Section 2.15, Section 3.01, Section 3.02, Section 3.04, Section 3.05, Section 10.04 or Section 10.15 shall be made for the account of such Lender (or the Swingline Lender in the case of Section 2.15), and (ii) if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment under this Agreement made on account of principal of or any Note interest on the Loans shall be applied, first, to any fees then due and owing by first for the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect account of the Notes of Lenders other than the Borrower andDefaulting Lender, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with according to the respective amounts Commitments of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by Lenders, until the Borrower on account of principal of and interest on the Loans of such Lenders shall be made pro rata according to have been paid in full and, second for the respective amounts due and owing account of such Defaulting Lender, provided that the application of such payments in accordance with Section 2.7(athis clause (ii) hereof. Each optional prepayment on account shall not constitute an Event of Default or a Default, and no payment of principal of or interest on the Loans of such Defaulting Lender shall be applied to such of the Loans as the Borrower may designate (considered to be overdue for purposes of Section 2.10(a), if, had such payments been applied pro rata among the Lenderswithout regard to this clause (ii); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with no such section, Event of Default or Default would have occurred and payments pursuant to Section 2.23 shall be applied in accordance with no such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account payment of principal of or interest on the Loans shall be applied in accordance with Section 2.7(b)of such Defaulting Lender would have been overdue. All payments (including prepayments) to be made by the Borrower on account of principal, interest interest, reimbursement of LC Disbursements and fees shall be made in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account on behalf of the Lenders (or on behalf of the Issuing Banks or the Swingline Lender, as the case may be) at the Administrative Agent’s office specified as notified to the Borrower from time to time at least five Business Days before any change in such office. On the date of this Agreement, the office of the Administrative Agent is located as set forth on Schedule 9.2 in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when due10.02. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments Reimbursement of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment all LC Disbursements shall be made on the immediately preceding Business Dayas required by Section 2.05(e).
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Credit Loans by any of the applicable Borrowers from the Lenders hereunder shall be made, each payment by any of the Borrowers on account of any commitment fee in respect of the Revolving Facility Commitments hereunder shall be allocated by the Administrative Agent, and any reduction of the Revolving Facility Commitments of the Lenders, as applicable, shall be allocated by the Administrative Agent pro rata according to the Revolving Facility Commitment Percentage, as applicable, of the applicable Lenders. Each payment (other than a reduction of Revolving Commitments including each prepayment, but excluding payments made pursuant to Section 2.232.9, 4.8(c), 4.9, 4.10, 4.11, 4.13(d) or 11.1(d)) by any of the applicable Borrowers on account of principal of and interest on any Revolving Credit Loans, as applicable, shall be made allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts of such Revolving Commitment Percentages of Credit Loans then held by the relevant Revolving Credit Lenders. Each payment under this Agreement or any Note shall be applied(including each prepayment, first, to any fees then due and owing by the Borrower but excluding payments made pursuant to Section 2.4(a2.9, 4.8(c), second4.9, to interest then due and owing in respect of the Notes of the Borrower and4.10, third4.11, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a4.13(d) or 11.1(d), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Parent Borrower on account of principal of and interest on the Loans any Revolving Credit Loans, as applicable, shall be made pro rata according allocated by the Administrative Agent to the respective outstanding principal amounts of such Revolving Credit Loans then due and owing in accordance with Section 2.7(a) hereofby Parent Borrower. Each optional prepayment payment (including each prepayment, but excluding payments made pursuant to Section 2.9, 4.8(c), 4.9, 4.10, 4.11, 4.13(d) or 11.1(d)) by Puerto Ricancars on account of principal of the Loans and interest on any Revolving Credit Loans, shall be applied allocated by the Administrative Agent to the outstanding principal amounts of such of the Revolving Credit Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, then due and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b)owing by Puerto Ricancars. All payments (including prepayments) to be made by any of the Borrower Borrowers hereunder, whether on account of principal, interest and fees interest, fees, or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made prior to 1:00 P.M., New York City time, on the due date thereof to the Administrative Agent for the account of the Lenders holding the relevant Loans at the Administrative Agent’s office specified on Schedule 9.2 in Dollars and Section 11.2, in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to the Lenders entitled thereto 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing Borrowing by the Borrower from the Lenders, each payment (including each prepayment) by the Borrower on account of Revolving the principal of and interest on the Loans and on account of any fees hereunder, any reimbursement of LC Disbursements, and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders hereunder shall be made pro rata according to the respective Revolving Commitment Percentages Commitments, except that (i) payments or prepayments, and offsets against or reductions from the amount of payments and prepayments, in each case, specifically for the Revolving Lenders. Each payment account of a particular Lender under this Agreement or any Note shall be appliedthe terms of Section 2.04, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a2.09(b), secondSection 2.14, to interest then due and owing in respect of the Notes of the Borrower andSection 2.15, thirdSection 2.16, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a)Section 2.21, (b) and (c) Section 2.22, Section 10.03 or Section 10.13 shall be made pro rata in accordance with for the respective amounts account of such fees due Lender (or thea Swingline Lender in the case of Section 2.22), and owing. Each (ii) if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower made on account of principal of and or interest on the Loans shall be made pro rata according to the respective amounts due and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b2.23(b). All payments (including prepayments) to be made by the Borrower on account of principal, interest interest, reimbursement of LC Disbursements and fees shall be made in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account on behalf of the Lenders (or on behalf of an Issuing Bank or thea Swingline Lender, as the case may be) at the Administrative Agent’s office specified on Schedule 9.2 as notified to the Borrower from time to time at least five (5) Business Days before any change in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on such office. On the date when dueof this Agreement, the office of the Administrative Agent is located at Xxxxx Fargo Bank, National Association, Houston Energy Group, 0000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx, XXX X0000-000, Xxxxxxx, XX 00000, Attention of Xxxx Xxx, Facsimile No.: (000) 000-0000. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments Reimbursement of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment all LC Disbursements shall be made on the immediately preceding Business Dayas required by Section 2.05(e).
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing by the Company from the Lenders, each conversion of Revolving Loans a Loan pursuant to Section 3.01(g) or continuation of a Loan pursuant to Section 3.01(h), each payment by the Company on account of any fee (other than with respect to fees described in Section 3.04(c) and the underwriting fee referred to in Section 5.01(h)) and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders hereunder shall be made pro rata according to the respective Revolving relevant Commitment Percentages Proportions of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepaymentsincluding each prepayment) by the Borrower Company on account of principal of and interest on the Loans each Loan shall be made pro rata according to the respective outstanding principal amounts due and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the such Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b)held by each Lender. All payments (including prepayments) to be made by the Borrower Company on account of principal, interest interest, fees and fees reimbursement obligations shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent Agent, for the account of the Lenders (except as specified in Sections 2.05(b) and 3.04(c) and the underwriting fee referred to in Section 5.01(h)), at the Administrative Agent’s office specified on Schedule 9.2 Payment Office of the Agent in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when duefunds. The Administrative Agent may, in its sole discretion, directly charge interest payments due in respect of the Loans and reimbursement obligations with respect to Letters of Credit to the Company's accounts at the Payment Office or other office of the Agent. The Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds by wire transfer of such Lender's portion of such payment to such Lender for the account of its Lending Office. Except as received. If otherwise provided in the definition of "Interest Period", if any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
Appears in 1 contract
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 subsection 2.5, 2.6, 2.7, 2.8, the last five sentences of 3.4(a), 3.9, 3.10, 3.11, 3.12, 3.13(d), 10.1(g) or prepayments10.1(h), and subject to subsection 3.4(h)) by the Borrower on account of principal of and interest on any Tranche of Loans (other than (x) payments in respect of any difference in the Loans Applicable Margin, Adjusted Term SOFR or ABR in respect of any Tranche, (y) any payment pursuant to subsection 3.4(c), to the extent declined by any Lender as provided in subsection 3.4(e) and (z) any payments pursuant to subsection 3.4(i), which shall be made allocated as set forth in subsection 3.4(i)) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due of such Loans of such Tranche then held by the respective Lenders provided that a Lender may, at its option, and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account if agreed by the Borrower, exchange such Xxxxxx’s portion of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (a Term Loan to be applied prepaid for Rollover Indebtedness, in lieu of such Lender’s pro rata among the Lenders); providedportion of such prepayment, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(bsubsection 3.4(h). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made on or prior to the time expressly required hereunder or under such other Loan Document for such payment (or, if no such time is expressly required, prior to 1:00 P.M., New York City time), on the due date thereof to the Administrative Agent Agent, for the account of the relevant Lenders at the Administrative Agent’s office specified on Schedule 9.2 in subsection 10.2, and shall be made in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to the Lenders entitled thereto 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. If any payment hereunder (other than payments on the LIBOR Rate Term SOFR Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Term SOFR Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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. This subsection 3.8(a) may be amended in accordance with subsection 10.1(d) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new Tranches added pursuant to subsections 2.5, 2.6, 2.8, 10.1(g) and 10.1(h), as applicable.
Appears in 1 contract
Samples: Term Loan Credit Agreement (US Foods Holding Corp.)
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment (other than prepayments) of principal or interest under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower Borrowers pursuant to Section 2.4(a)2.5, second, to interest then due and owing in respect of hereunder and under the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the BorrowerNotes. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) Section 2.5 shall be made pro rata in accordance with the respective amounts of such fees due and owingowing (except as to the portion of the Letter of Credit retained by the Issuing Lender and the Issuing Lender Fees). Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower on account of principal of and interest on the Revolving Loans and the Term Loan shall be made pro rata according to the respective amounts due and owing owing. Each optional prepayment of the Loans shall be applied in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b). Prepayments made pursuant to Section 2.15 shall be applied in accordance with such section. All payments (including prepayments) to be made by the Borrower Borrowers on account of principal, interest and fees shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b2.18(b)) and shall be made to the Administrative Agent for the account of the Lenders at the Administrative Agent’s 's office specified on Schedule 9.2 in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) 12:00 Noon on the date when due. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If the Administrative Agent does not distribute any such payment to a Lender (i) on the Business Day it receives such payment (if such payment is received by the Administrative Agent not later than 12:00 Noon) or (ii) on or before the next Business Day following the Business Day it receives such payment (if such payment is received by the Administrative Agent after 12:00 Noon), the Administrative Agent shall, on demand, pay to such Lender interest on the amount not distributed during the period from the date such amount was required to be distributed until such amount is distributed to such Lender in full at a rate per annum equal to, if distributed within two (2) Business Days of the date such amount was required to be distributed, the Federal Funds Effective Rate and thereafter at a rate equal to the Alternate Base Rate. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
Appears in 1 contract
Pro Rata Treatment and Payments. (a) Each borrowing Borrowing by the Borrower from the Lenders, each payment (including each prepayment) by the Borrower on account of Revolving the principal of and interest on the Loans and on account of any fees hereunder, any reimbursement of LC Disbursements, and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders hereunder shall be made pro rata according to the respective Revolving Commitment Percentages Commitments, except that (i) payments or prepayments, and offsets against or reductions from the amount of payments and prepayments, in each case, specifically for the Revolving Lenders. Each account of a particular Lender under the terms of Section 2.04, Section 2.09(b), Section 2.15, Section 3.01, Section 3.02, Section 3.04, Section 3.05, Section 10.04 or Section 10.15 shall be made for the account of such Lender (or the Swingline Lender in the case of Section 2.15), and (ii) if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment under this Agreement made on account of principal of or any Note interest on the Loans shall be applied, first, to any fees then due and owing by first for the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect account of the Notes of Lenders other than the Borrower andDefaulting Lender, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with according to the respective amounts Commitments of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by Lenders, until the Borrower on account of principal of and interest on the Loans of such Lenders shall be made pro rata according to have been paid in full and, second for the respective amounts due and owing account of such Defaulting Lender, provided that the application of such payments in accordance with Section 2.7(athis clause (ii) hereof. Each optional prepayment on account shall not constitute an Event of Default or a Default, and no payment of principal of or interest on the Loans of such Defaulting Lender shall be applied to such of the Loans as the Borrower may designate (considered to be overdue for purposes of Section 2.10(a), if, had such payments been applied pro rata among the Lenderswithout regard to this clause (ii); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with no such section, Event of Default or Default would have occurred and payments pursuant to Section 2.23 shall be applied in accordance with no such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account payment of principal of or interest on the Loans shall be applied in accordance with Section 2.7(b)of such Defaulting Lender would have been overdue. All payments (including prepayments) to be made by the Borrower on account of principal, interest interest, reimbursement of LC Disbursements and fees shall be made in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account on behalf of the Lenders (or on behalf of the Issuing Bank or the Swingline Lender, as the case may be) at the Administrative Agent’s office specified on Schedule 9.2 as notified to the Borrower from time to time at least five Business Days before any change in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on such office. On the date when dueof this Agreement, the office of the Administrative Agent is located at Xxxxx Fargo Bank, National Association, Houston Energy Group, 0000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxx, XX 00000, Attention of Xxxx Xxxxxx, Phone No.: (000) 000-0000, Facsimile No.: (000) 000-0000. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a Business Day, such payment shall be extended to the next succeeding Business Day, and, with respect to payments Reimbursement of principal, interest thereon shall be payable at the then applicable rate during such extension. If any payment on a LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding Business Day unless the result of such extension would be to extend such payment into another calendar month, in which event such payment all LC Disbursements shall be made on the immediately preceding Business Dayas required by Section 2.05(e).
Appears in 1 contract
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 subsection 2.5, 2.6, 2.7, 2.8, the last two sentences of 3.4(a), 3.9, 3.10, 3.11, 3.12, 3.13(d), 10.1(g) or prepayments10.1(h), and subject to subsection 3.4(h)) by the Borrower on account of principal of and interest on any Tranche of Loans (other than (x) payments in respect of any difference in the Loans Applicable Margin, Adjusted LIBOR Rate or ABR in respect of any Tranche, (y) any payment pursuant to subsection 3.4(c), to the extent declined by any Lender as provided in subsection 3.4(e) and (z) any payments pursuant to subsection 3.4(i), which shall be made allocated as set forth in subsection 3.4(i)) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due of such Loans of such Tranche then held by the respective Lenders provided that a Lender may, at its option, and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account if agreed by the Borrower, exchange such Lender’s portion of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (a Term Loan to be applied prepaid for Rollover Indebtedness, in lieu of such Lender’s pro rata among the Lenders); providedportion of such prepayment, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(bsubsection 3.4(h). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made on or prior to the time expressly required hereunder or under such other Loan Document for such payment (or, if no such time is expressly required, prior to 1:00 P.M., New York City time), on the due date thereof to the Administrative Agent Agent, for the account of the relevant Lenders at the Administrative Agent’s office specified on Schedule 9.2 in subsection 10.2, and shall be made in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to the Lenders entitled thereto 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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. This subsection 3.8(a) may be amended in accordance with subsection 10.1(d) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new Tranches added pursuant to subsections 2.5, 2.6, 2.8, 10.1(g) and 10.1(h), as applicable.
Appears in 1 contract
Samples: Term Loan Credit Agreement (US Foods Holding Corp.)
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 subsection 2.5, 2.6, 2.7, 2.8, the last five sentences of 3.4(a), 3.9, 3.10, 3.11, 3.12, 3.13(d), 10.1(g) or prepayments10.1(h), and subject to subsection 3.4(h)) by the Borrower on account of principal of and interest on any Tranche of Loans (other than (x) payments in respect of any difference in the Loans Applicable Margin, Adjusted LIBOR Rate or ABR in respect of any Tranche, (y) any payment pursuant to subsection 3.4(c), to the extent declined by any Lender as provided in subsection 3.4(e) and (z) any payments pursuant to subsection 3.4(i), which shall be made allocated as set forth in subsection 3.4(i)) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due of such Loans of such Tranche then held by the respective Lenders provided that a Lender may, at its option, and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account if agreed by the Borrower, exchange such Lender’s portion of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (a Term Loan to be applied prepaid for Rollover Indebtedness, in lieu of such Lender’s pro rata among the Lenders); providedportion of such prepayment, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(bsubsection 3.4(h). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made on or prior to the time expressly required hereunder or under such other Loan Document for such payment (or, if no such time is expressly required, prior to 1:00 P.M., New York City time), on the due date thereof to the Administrative Agent Agent, for the account of the relevant Lenders at the Administrative Agent’s office specified on Schedule 9.2 in subsection 10.2, and shall be made in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to the Lenders entitled thereto 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. If any payment hereunder (other than payments on the LIBOR Rate Eurocurrency Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurocurrency Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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. This subsection 3.8(a) may be amended in accordance with subsection 10.1(d) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new Tranches added pursuant to subsections 2.5, 2.6, 2.8, 10.1(g) and 10.1(h), as applicable.
Appears in 1 contract
Samples: Term Loan Credit Agreement (US Foods Holding Corp.)
Pro Rata Treatment and Payments. (a) Each borrowing of Revolving Credit Loans and any reduction of the Revolving Credit Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Credit Commitment Percentages of the Revolving LendersBanks (except as otherwise provided in subsection 2.25). Each Unless otherwise required by the terms of this Agreement, each payment under this Agreement or any Note other Loan Documents shall be applied, first, to any fees then due and owing by the Borrower Company pursuant to Section 2.4(a)subsection 2.4, second, to interest then due and owing in respect of the Notes Loans of the Borrower andCompany, third, to principal then due and owing hereunder and under the Notes of the BorrowerCompany, and, fourth, to any other amounts then due and owing under the Loan Documents. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) subsection 2.4 for the account of Banks shall be made pro rata in accordance with the respective amounts of such fees due and owingowing (except as to the Letter of Credit Facing Fee and the Issuing Lender Fees). Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower Company on account of principal of and interest on the Loans shall be made pro rata according to the respective amounts due and owing in accordance with Section 2.7(a) hereofowing. Each optional prepayment on account of principal Without limiting the terms of the preceding sentence, accrued interest on any Loans denominated in a Foreign Currency shall be applied to payable in the same Foreign Currency as such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments Loan. Payments made pursuant to Section 2.14 subsection 2.13 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b). All payments (including prepayments) to be made by the Borrower Company on account of principal, interest and fees shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)subsection 2.15) and shall be made to the Administrative Agent for the account of the Lenders applicable Banks (or Swing Line Bank, as applicable) at the Administrative Agent’s office specified on Schedule in subsection 9.2 in Dollars and or such other office specified by the Administrative Agent in immediately available funds and (i) in the case of Loans or other amounts denominated in Dollars, shall be made in Dollars not later than 1:00 p.m. 12:00 noon on the date when due and (Charlotteii) in the case of Loans or other amounts denominated in a Foreign Currency, North Carolina time) unless otherwise specified herein, shall be made in such Foreign Currency not later than the Applicable Time specified by the Administrative Agent on the date when due. Any payment received after the foregoing deadlines shall be deemed received on the next Business Day. The Administrative Agent shall distribute such payments to the Lenders Banks entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 ; provided, however, that with respect to any payment on a LIBOR Rate Term Benchmark Loan becomes due and payable on a day other than a Business Dayto which clause (A) of the definition of “Interest Period” applies, the maturity thereof shall be extended to the next succeeding 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 next preceding Business Day.
Appears in 1 contract
Samples: Credit Agreement (Western Union CO)
Pro Rata Treatment and Payments. Each (a)Except as otherwise expressly provided herein, each borrowing of Revolving Loans and (other than Swing Line Loans) by the Borrower from the Lenders hereunder shall be made, each payment (except as provided in subsection 3.14) by the Borrower on account of any reduction commitment fee in respect of the Revolving Commitments hereunder and any reduction (other than a reduction except as provided in subsections 2.5, 2.9, 2.11, 3.13(d), 10.1(g) or 10.6(k)) of the Revolving Commitments pursuant to Section 2.23) of the Lenders shall be made allocated by the Administrative Agent, pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing Lenders (other than payments in respect of any difference in the Notes Applicable Commitment Fee Percentages in respect of any Tranche); provided that at the Borrower and, third, to principal then due and owing hereunder and under the Notes request of the Borrower. Each payment , in lieu of such application on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made a pro rata in accordance with basis among all Revolving Commitments, such reduction may be applied to any Revolving Commitments so long as the respective amounts Maturity Date of such fees due and owingRevolving Commitments precedes the Maturity Date 109 [[5629054]] of each other Tranche of Revolving Commitments then outstanding or, in the event more than one Tranche of Revolving Commitments shall have an identical Maturity Date that precedes the Maturity Date of each other Tranche of Revolving Commitments then outstanding, to such Tranches on a pro rata basis. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 subsection 2.5, 2.9, 2.10, 2.11, 3.4(i), 3.9, 3.10, 3.11, 3.12, 3.13(d), 3.14, 10.1(g) or prepayments10.6) by the Borrower on account of principal of and interest on any Tranche of Loans (other than (v) payments in respect of any difference in the Loans Applicable Margin, Adjusted LIBOR RateTerm SOFR or ABR in respect of any Tranche, (w) any payment pursuant to subsection 3.4(b), (c) or (d), to the extent declined by any Lender as provided in subsection 3.4(f), (x) any payments pursuant to subsection 3.4(j), which shall be made allocated as set forth in subsection 3.4(j); (y) any prepayments pursuant to subsection 10.6(h) or 10.6(k) and (z) any payment accompanying a termination of Revolving Commitments pursuant to the provisos to the first sentence of this subsection 3.8(a) which shall be applied to the Revolving Loans outstanding under the Tranches under which Revolving Commitments are being terminated) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due of such Loans of such Tranche then held by the respective Lenders; provided that a Lender may, at its option, and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account if agreed by the Borrower, exchange such Xxxxxx’s portion of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (a Term Loan to be applied prepaid for Rollover Indebtedness, in lieu of such Xxxxxx’s pro rata among the Lenders); providedportion of such prepayment, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account the last sentence of principal of the Loans shall be applied in accordance with Section 2.7(bsubsection 3.4(e). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and fees interest, fees, Reimbursement Obligations or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made at or prior to the time expressly required hereunder or under such other Loan Document for such payment (or, if no such time is expressly required, prior to 2:00 P.M., New York City time), on the due date thereof to the Administrative Agent for the account of the Lenders holding the relevant Loans, the L/C Participants, the Administrative Agent, or the Other Representatives, as the case may be, at the Administrative Agent’s office specified on Schedule 9.2 Office, and shall be made in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to such Lenders, L/C Participants or Other Representatives, as the Lenders entitled thereto promptly upon receipt case may be, if any such payment is received prior to 2:00 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. If any payment hereunder (other than payments on the LIBOR Rate EurocurrencyTerm Benchmark Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate EurocurrencyTerm Benchmark Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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. This subsection 3.8(a) may be amended in accordance with subsection 10.1(d) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new Tranches added pursuant to subsections 2.5, 2.9 and 2.11, as applicable.
Appears in 1 contract
Samples: Credit Agreement (Frontdoor, Inc.)
Pro Rata Treatment and Payments. (a) Each borrowing by the Company from the Lenders, each conversion of Revolving Loans a Loan pursuant to Section 3.01(e) or continuation of a Loan pursuant to Section 3.01(f), each payment by the Company on account of any fee (other than with respect to fees for the account of the Administrative Agent and the Issuing Lender described in Section 3.04, reimbursements by the Company to the Issuing Lender with respect to drawings under Letters of Credit pursuant to Section 2.06 and payments to the Swingline Lender of Swingline Loans) and any reduction of the Revolving Credit Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders hereunder shall be made pro rata according to the respective Revolving Commitment Percentages Proportions of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepaymentsincluding each prepayment) by the Borrower Company on account of principal of and interest on the Loans each Loan shall be made pro rata according to the respective outstanding principal amounts due and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the such Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b)held by each Lender. All payments (including prepayments) to be made by the Borrower Company on account of principal, interest interest, fees and fees reimbursement obligations shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent Agent, for the account of the Lenders (except as specified in Sections 2.06(e) and Section 3.04) at the Payment Office of the Administrative Agent’s office specified on Schedule 9.2 Agent in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when duefunds. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds by wire transfer of each Lender’s portion of such payment to such Lender for the account of its lending office. The Administrative Agent may, in its sole discretion, directly charge principal and interest payments due in respect of the Loans to the Company’s accounts at the Payment Office or other office of the Administrative Agent. The Issuing Lender may, in its sole discretion, directly charge reimbursement obligations with respect to Letters of Credit to the Company’s accounts at any office of the Issuing Lender. Except as received. If otherwise provided in the definition of “Interest Period”, if any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
Appears in 1 contract
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments a) Except as expressly otherwise provided herein, each payment (including each prepayment, but excluding payments made pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied2.7, first2.8, to any fees then due and owing by the Borrower pursuant to Section 2.4(a4.5(b), second4.9, to interest then due and owing in respect of the Notes of the Borrower and4.10, third4.11, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a4.12, 4.13(d), (b11.1(g) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments11.6) by the Borrower on account of principal of and interest on account of any Term Loans of a given Tranche (other than (w) payments in respect of any difference in the Loans Applicable Margin, Adjusted LIBOR Rate or Alternate Base Rate in respect of any Tranche, (x) any payments pursuant to Section 4.4(b) to the extent declined by any Lender in accordance with Section 4.4(d) and (y) any payments pursuant to Section 4.4(h) which shall be made allocated as set forth in Section 4.4(h)) shall be allocated by the Administrative Agent pro rata according to the respective outstanding principal amounts due of such Term Loans of such Tranche then held by the respective Lenders; provided that a Lender may, at its option, and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account if agreed by the Borrower, exchange such Xxxxxx’s portion of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (a Term Loan to be applied prepaid for Rollover Indebtedness, in lieu of such Xxxxxx’s pro rata among the Lenders); providedportion of such prepayment, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account the last sentence of principal of the Loans shall be applied in accordance with Section 2.7(bSubsection 4.4(c). All payments (including prepayments) to be made by the Borrower hereunder, whether on account of principal, interest and interest, fees or otherwise, shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made on or prior to the time expressly required hereunder or under such other Loan Document for such payment (or, if no such time is expressly required, prior to 2:00 P.M., New York City time), on the due date thereof to the Administrative Agent for the account of the Lenders holding the relevant Term Loans, the Lenders, the Administrative Agent, or the Other Representatives, as the case may be, at the Administrative Agent’s office specified on Schedule 9.2 in Section 11.2, in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) funds. Payments received by the Administrative Agent after such time shall be deemed to have been received on the date when duenext Business Day. The Administrative Agent shall distribute such payments to such Lenders or Other Representatives, as the Lenders entitled thereto promptly upon receipt case may be, if any such payment is received prior to 2:00 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 or Other Representatives, as the case may be, on the next succeeding Business Day. If any payment hereunder (other than payments on the LIBOR Rate Eurodollar Loans) becomes due and payable on a day other than a Business Day, the maturity of 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 LIBOR Rate Eurodollar Loan becomes due and payable on a day other than a Business Day, the maturity thereof of 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) 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. This Section 4.8(a) may be amended in accordance with Section 11.1(d) to the extent necessary to reflect differing amounts payable, and priorities of payments, to Lenders participating in any new Tranches added pursuant to Sections 2.6 and 2.8, as applicable.
Appears in 1 contract
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by the Borrower on account of principal of and interest on the Loans shall be made pro rata according to the respective amounts due and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b). All payments (including prepayments) to be made by the Borrower on account of principal, interest and fees shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account of the Lenders at the Administrative Agent’s office specified on Schedule 9.2 in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when due. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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. Notwithstanding the foregoing, if a Lender is a Defaulting Lender, each payment by the Borrower to such Defaulting Lender hereunder shall be applied in accordance with Section 2.19(b).
Appears in 1 contract
Samples: Credit Agreement (Ruddick Corp)
Pro Rata Treatment and Payments. Each borrowing of Revolving Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23a) shall be made pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing The Borrowing by the Borrower pursuant to Section 2.4(a)from the Lenders, second, to interest then due and owing in respect of the Notes of the Borrower and, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with the respective amounts of such fees due and owing. Each each payment (other than payments pursuant to Section 2.23 or prepaymentsincluding each prepayment) by the Borrower on account of the principal of and interest on the Loans shall be made pro rata according to the respective amounts due Applicable Percentages, except that (i) payments or prepayments, and owing offsets against or reductions from the amount of payments and prepayments, in accordance with each case, specifically for the account of a particular Lender under the terms of Section 2.7(a2.14, Section 2.15, Section 2.16, Section 2.21, Section 10.03 or Section 10.13 shall be made for the account of such Lender, and (ii) hereof. Each optional prepayment if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment made on account of principal of or interest on the Loans shall be applied to such applied, first for the account of the Loans as Lenders other than the Borrower may designate (to be applied Defaulting Lender, pro rata among according to the Applicable Percentages of such Lenders); provided, until the principal of and interest on the Loans of such Lenders shall have been paid in full and, second for the account of such Defaulting Lender, provided that prepayments made pursuant to Section 2.14 shall be applied the application of such payments in accordance with such sectionthis clause (ii) shall not constitute an Event of Default or a Default, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account no payment of principal of or interest on the Loans of such Defaulting Lender shall be considered to be overdue for purposes of Section 2.10(a), if, had such payments been applied in accordance with Section 2.7(bwithout regard to this clause (ii), no such Event of Default or Default would have occurred and no such payment of principal of or interest on the Loans of such Defaulting Lender would have been overdue. All payments (including prepayments) to be made by the Borrower on account of principal, principal and interest and fees shall be made in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account on behalf of the Lenders at the Administrative Agent’s office specified on Schedule 9.2 as notified to the Borrower from time to time at least five (5) Business Days before any change in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on such office. On the date when dueof this Agreement, the office of the Administrative Agent is located at Xxxxx Fargo Bank, National Association, Houston Energy Group, 0000 Xxxxxxxxx Xxxxxx, 0xx Xxxxx, Xxxxxxx, XX 00000, Attention of Xxxx Xxxxxx, Phone No.: (000) 000-0000, Facsimile No.: (000) 000-0000. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
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Pro Rata Treatment and Payments. Each (a) Except as expressly otherwise provided herein, each borrowing of Revolving Loans and (other than Swing Line Loans) by the Borrowers from the Lenders hereunder shall be made, each payment (except as provided in Section 4.14(a)) by the Borrowers on account of any reduction commitment fee in respect of the Revolving Commitments hereunder and any reduction (other than a reduction except as provided in Section 2.9, 2.10, 2.11, 4.13(d), 11.1(g) or 11.1(h)) of the Revolving Commitments pursuant to Section 2.23) of the Lenders shall be made allocated by the Administrative Agent, pro rata according to the respective Revolving Commitment Percentages of the Revolving Lenders. Each payment under this Agreement or any Note shall be applied, first, to any fees then due and owing by the Borrower pursuant to Section 2.4(a), second, to interest then due and owing Lenders (other than payments in respect of any difference in the Notes Applicable Commitment Fee Percentages in respect of any Tranche); provided that at the request of the Borrower andParent Borrower, thirdin lieu of such application on a pro rata basis among all Revolving Commitments, such reduction may be applied to any Revolving Commitments so long as the Maturity Date of such Revolving Commitments precedes the Maturity Date of each other Tranche of Revolving Commitments then outstanding or, in the event more than one Tranche of Revolving Commitments shall have an identical Maturity Date that precedes the Maturity Date of each other Tranche of Revolving Commitments then outstanding, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment such Tranches on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made a pro rata in accordance with the respective amounts of such fees due and owingbasis. Each payment (other than including each prepayment, but excluding payments made pursuant to Section 2.23 Sections 2.9, 2.10, 2.11, 2.12, 4.9, 4.10, 4.11, 4.12, 4.13(d), 4.14, 11.1(g), 11.1(h) or prepayments11.6) by the Borrower Borrowers on account of principal of and interest 154 Summary reportLitera® Change-Pro for Word 10.8.2.11 Document comparison done on the Loans shall be made pro rata according 5/3/2023 11:36:51 AM Style name: Default Style Intelligent Table Comparison: Active Original filename: Hertz - Conformed Credit Agreement (through Fifth Amendment).DOC Modified filename: Hertz - Conformed Credit Agreement (through Sixth Amendment) (Execution Version).DOC Changes: Add 118 Delete 140 Move From 1 Move To 1 Table Insert 2 Table Delete 4 Table moves to the respective amounts due and owing in accordance with Section 2.7(a0 Table moves from 0 Embedded Graphics (Visio, ChemDraw, Images etc.) hereof. Each optional prepayment on account of principal of the Loans shall be applied to such of the Loans as the Borrower may designate (to be applied pro rata among the Lenders); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with such section, and payments pursuant to Section 2.23 shall be applied in accordance with such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account of principal of the Loans shall be applied in accordance with Section 2.7(b). All payments (including prepayments) to be made by the Borrower on account of principal, interest and fees shall be made without defense, set-off or counterclaim (except as provided in Section 2.17(b)) and shall be made to the Administrative Agent for the account of the Lenders at the Administrative Agent’s office specified on Schedule 9.2 in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when due. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.1 Embedded Excel 0 Format changes 0
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Samples: Credit Agreement (Hertz Corp)
Pro Rata Treatment and Payments. (a) Each borrowing Loan and each payment (including each prepayment) by the Borrower on account of Revolving the principal of and interest on the Loans and any reduction of the Revolving Commitments (other than a reduction of Revolving Commitments pursuant to Section 2.23) the Lenders shall be made pro rata according to each Lender’s Applicable Percentage, except that (i) payments or prepayments, and offsets against or reductions from the respective Revolving Commitment Percentages amount of payments and prepayments, in each case, specifically for the Revolving Lenders. Each account of a particular Lender under the terms of Section 2.14, Section 2.15, Section 2.16, Section 2.22, Section 9.03 or Section 9.13 shall be made for the account of such Lender, and (ii) if any Lender shall become a Defaulting Lender, from and after the date upon which such Lender shall have become a Defaulting Lender, any payment under this Agreement made on account of principal of or any Note interest on the Loans or fees in respect of undrawn Commitments shall be applied, first, to any fees then due and owing by first for the Borrower pursuant to Section 2.4(a), second, to interest then due and owing in respect account of the Notes of Lenders other than the Borrower andDefaulting Lender, third, to principal then due and owing hereunder and under the Notes of the Borrower. Each payment on account of any fees pursuant to Sections 2.4(a), (b) and (c) shall be made pro rata in accordance with according to the respective amounts Applicable Percentage of such fees due and owing. Each payment (other than payments pursuant to Section 2.23 or prepayments) by non-defaulting Lenders, until the Borrower on account of principal of and interest on the Loans and fees in respect of undrawn Commitments of such non-defaulting Lenders shall be made pro rata according have been paid in full and, second for the account of such Defaulting Lender, provided that the failure to the respective amounts due so pay such Defaulting Lenders shall not constitute an Event of Default or a Default, and owing in accordance with Section 2.7(a) hereof. Each optional prepayment on account no payment of principal of or interest on the Loans of such Defaulting Lender shall be applied to such of the Loans as the Borrower may designate (considered to be overdue for purposes of Section 2.10(a), if, had such payments been applied pro rata among the Lenderswithout regard to this clause (ii); provided, that prepayments made pursuant to Section 2.14 shall be applied in accordance with no such section, Event of Default or Default would have occurred and payments pursuant to Section 2.23 shall be applied in accordance with no such section. Each mandatory prepayment (other than payments pursuant to Section 2.23) on account payment of principal of or interest on the Loans shall be applied in accordance with Section 2.7(b)of such Defaulting Lender would have been overdue. All payments (including prepayments) to be made by the Borrower whether on account of principal, interest and fees or otherwise shall be made in Dollars and in immediately available funds without defense, set-off setoff or counterclaim (except as provided in Section 2.17(b)) at or before 12:00 noon, New York City time on the day when due and shall be made to the Administrative Agent for on behalf of the Lenders to the account of the Lenders Administrative Agent as notified to the Borrower from time to time at least five (5) Business Days before any change in such account. On the date of this Agreement, the account for payments of the Administrative Agent’s office specified on Schedule 9.2 in Dollars and in immediately available funds not later than 1:00 p.m. (Charlotte, North Carolina time) on the date when dueAgent is 860050-524. The Administrative Agent shall distribute such payments to the Lenders entitled thereto promptly upon receipt in like funds as received. If any payment hereunder (other than payments on the LIBOR Rate Loans) becomes due and payable on a day other than a 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 LIBOR Rate Loan becomes due and payable on a day other than a Business Day, the maturity thereof shall be extended to the next succeeding 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.
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