Common use of Procedure for Borrowing Clause in Contracts

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 4 contracts

Samples: Credit Agreement (Marlin Midstream Partners, LP), Credit Agreement (Marlin Midstream Partners, LP), Credit Agreement (Marlin Midstream Partners, LP)

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Procedure for Borrowing. The Borrower shall give the Administrative Agent at least three (a3) Each Borrowing Business Days’ prior written notice at the Notice Office of Loans consisting only each Closing Date, which notice (a “Notice of Base Rate Loans Borrowing”) shall be made upon irrevocable and shall be given by the Co-Borrowers’ irrevocable written notice delivered to the Agent Borrower substantially in the form of Exhibit C hereto, appropriately completed to specify (a) the aggregate principal amount of the Term Loans to be made on such date and (b) the applicable Closing Date. Notwithstanding the foregoing, with respect to the initial borrowing of the Term Loan to occur on the Initial Closing Date, the Borrower shall be required to deliver a Notice of Borrowing on the Initial Closing Date. The Administrative Agent shall promptly forward to the Initial Lenders the Notice of Borrowing. Subject to the terms and conditions hereof, which notice must be received by Agent prior to not later than 1:00 p.m. (New York City time) on the Borrowing Date specifying applicable Closing Date, the Initial Lenders will make available the aggregate amount of the Borrowing. Each Borrowing of Term Loans that includes any Eurodollar Rate Loans shall requested to be made upon on the Co-Borrowers’ irrevocable written notice delivered to applicable Closing Date in Dollars and in immediately available funds either, as agreed by the Agent in Borrower and the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to Initial Lenders, at the requested Borrowing Date), specifying the amount Payment Office of the BorrowingAdministrative Agent or pursuant to a funds flow memorandum confirmed by the Borrower and the Initial Lenders. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving LoansIf applicable, the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for credit the account of Borrower on the Co-Borrowers at Agent’s books of such Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Administrative Agent by the Banks and Initial Lenders in like funds as received by the Agentimmediately available funds.

Appears in 3 contracts

Samples: Credit Agreement (First Wind Holdings Inc.), Credit Agreement (First Wind Holdings Inc.), Credit Agreement (First Wind Holdings Inc.)

Procedure for Borrowing. The Borrower shall give the Administrative Agent irrevocable notice (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written which notice delivered to the Agent substantially in the form of a Notice of Borrowing, which notice Exhibit M hereto must be received by the Administrative Agent prior to 1:00 p.m. (11:00 A.M., New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing , (which notice must be received by Agent prior to 1:00 p.m. (New York City timea) three (3) Business Days prior to the requested Borrowing Datedate of the borrowing, in the case of Term Benchmark Loans, or (b) one Business Day prior to the requested date of the borrowing, in the case of ABR Loans), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the amount and Type of Loan requested and Loans to be borrowed, (ii) the Co-Borrower(srequested borrowing date and (iii) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount the case of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Term Benchmark Loans, the respective length of the initial Interest Period therefor. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Lender thereof. Each Bank Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing the borrowing available to the Administrative Agent for the account of the Co-Borrowers Borrower at Agent’s Payment the Funding Office by 3:00 p.m. (prior to 2:00 P.M., New York City time) , on the Borrowing Date proposed borrowing date requested by the Co-Borrowers Borrower in funds immediately available to the Administrative Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Borrower by the Administrative Agent by crediting the Bank Blocked Account designated by MMP account of the Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Banks Lenders and in like funds as received by the Administrative Agent. Each Lender at its option may make any Loan by causing any domestic or foreign branch or Affiliate of such Lender to make such Loan by designating such branch or Affiliate as its lending office; provided that any exercise of such option shall not affect the obligation of the Borrower to repay such Loan in accordance with the terms of this Agreement.

Appears in 3 contracts

Samples: Term Loan Credit Agreement (Aspen Insurance Holdings LTD), Term Loan Credit Agreement (Aspen Insurance Holdings LTD), Term Loan Credit Agreement (Aspen Insurance Holdings LTD)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ Company's irrevocable telephonic or written notice delivered to the Agent in the form of a Notice of Borrowing, if written and promptly confirmed by delivery of a form of Notice of Borrowing, if telephonic, which written or telephonic notice must be received by the Agent prior to 1:00 p.m. 9:00 a.m. (New York City Chicago time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City timei) three (3) two Business Days prior to the requested Borrowing Date), specifying in the case of Eurodollar Rate Loans; and (ii) on the requested Borrowing Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing. Each such Notice of Borrowing , which shall be by electronic transfer or facsimile, confirmed immediately in an original writing and aggregate minimum amount of $5,000,000 or any multiple of $1,000,000 in excess thereof; (B) the requested Borrowing Date, which shall specify be a Business Day; (iC) the Type of Loan requested and Loans comprising the Borrowing; and (iiD) the Co-Borrower(s) duration of the Interest Period applicable to such Loans included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for whom such Loan is requested. Each requested any Borrowing comprised of Eurodollar Rate Loan must Loans, such Interest Period shall be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofthree months. (b) Following The Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers Company at the Agent’s 's Payment Office by 3:00 1:00 p.m. (New York City Chicago time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent by crediting the Bank Blocked Account designated by MMP wire transfer in accordance with the aggregate of the amounts made available written instructions provided to the Agent by the Banks and in Company of like funds as received by the Agent. (d) After giving effect to any Borrowing, there may not be more than ten different Interest Periods in effect.

Appears in 3 contracts

Samples: Credit Agreement (Marcus Corp), Credit Agreement (Marcus Corp), Credit Agreement (Marcus Corp)

Procedure for Borrowing. (a) Each Except as otherwise provided in this Agreement, each Borrowing of Loans consisting only of Base Rate Loans shall be made upon Requisite Notice by the Co-Borrowers’ irrevocable written notice delivered Company to the Administrative Agent in the form of a Notice of Borrowing, which notice must be received by the Administrative Agent prior to 1:00 p.m. not later than 9:00 a.m. (New York City San Francisco time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing at least (which notice must be received by Agent prior to 1:00 p.m. (New York City timei) three (3) Business Days prior to the requested Borrowing Date)borrowing date in the case of Eurodollar Rate Loans; and (ii) one Business Day prior to the requested borrowing date in the case of Base Rate Loans, specifying specifying: (A) the amount of the Borrowing, which shall be in an aggregate minimum principal amount of $5,000,000 or any integral multiple of $1,000,000 in excess thereof in the case of Base Rate Loans and Eurodollar Rate Loans; (B) the requested borrowing date, which shall be a Business Day; (C) whether the Borrowing is to be comprised of Eurodollar Rate Loans or Base Rate Loans; (D) the Tranche under which such Borrowing is requested; and (E) the duration of the Interest Period applicable to Eurodollar Rate Loans included in such notice. Each such If the Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall fail to specify (i) the Type duration of Loan requested and (ii) the Co-Borrower(s) Interest Period for whom such Loan is requested. Each requested any Borrowing comprised of Eurodollar Rate Loan must Loans, such Interest Period shall be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofone month. (b) Following Upon receipt of a the Notice of Borrowing requesting Revolving LoansBorrowing, the Administrative Agent shall will promptly notify each Revolving Bank Lender under the applicable Tranche of the amount of its Revolving Percentage such Lender's Pro Rata Share of such requested Revolving Loansthe Borrowing. (c) Each Bank Lender will make the amount of its Pro Rata Share of such the Borrowing available to the Administrative Agent for the account of the Co-Borrowers Company at the Administrative Agent’s 's Payment Office Account for payment by 3:00 p.m. 11:00 a.m. (New York City San Francisco time) on the Borrowing Date borrowing date requested by the Co-Borrowers Company in funds immediately available to the Administrative Agent. The Unless any applicable condition specified in Article IV has not been satisfied, the proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Administrative Agent at the office at which Administrative Agent's Payment Account is located by crediting the Bank Blocked Account designated by MMP account of the -29- Company on the books of BofA with the aggregate of the amounts made available to the Administrative Agent by the Banks Lenders and in like funds as received by the Administrative Agent. (d) Notwithstanding any other provision contained in this Agreement, after giving effect to any Borrowing, conversion or continuation of any Loans, there shall not be more than an aggregate of 15 Interest Periods for all Eurodollar Rate Loans outstanding at the time any such determination is made in effect at any one time. (e) At the election of the Majority Lenders, no Loans may be borrowed as, converted into or continued as, Eurodollar Rate Loans after the occurrence and during the continuance of any Default or Event of Default exists.

Appears in 2 contracts

Samples: Credit Agreement (United Artists Theatre Co), Credit Agreement (United Artists Theatre Co)

Procedure for Borrowing. (a1) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Agent prior to 1:00 p.m. 11:00 a.m. (New York City time) (i) three (3) Business Days prior to the requested Borrowing Funding Date, in the case of LIBOR Rate Loans and (ii) no later than 1:00 p.m. on the requested Funding Date, in the case of Base Rate Loans), specifying specifying: (A) the amount of the Borrowing; (B) the requested Funding Date, which shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans; and (D) the duration of the Interest Period if the requested Revolving Loans are to be LIBOR Revolving Loans. Each such If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Rate Loans, such Interest Period shall be by electronic transfer or facsimilethree months; provided, confirmed immediately in an original writing and shall specify (i) however, that with respect to the Type Borrowing to be made on the Closing Date, such Borrowings will consist of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Base Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofRevolving Loans only. (b2) Following receipt After giving effect to any Borrowing, there may not be more than five different Interest Periods in effect. (3) With respect to any request for Base Rate Revolving Loans, in lieu of a delivering the above-described Notice of Borrowing requesting Revolving Loans, the Borrower may give the Agent shall promptly notify each Revolving Bank telephonic notice of such request by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the amount of its Revolving Percentage giving of such requested notice but Agent shall be entitled to rely on the telephonic notice in making such Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 2 contracts

Samples: Loan Agreement (United States Leather Inc /Wi/), Loan and Security Agreement (United States Leather Inc /Wi/)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Revolving Loans shall be made upon the Co-Borrowers’ Company's irrevocable written notice delivered to the Administrative Agent in the form of a Notice of Borrowing, which notice must be received by the Administrative Agent prior to 1:00 p.m. 10:00 a.m. (New York City Dallas, Texas time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City timei) three (3) Business Days prior to the requested Borrowing Date), specifying in the case of Offshore Rate Loans and (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing. Each such Notice of Borrowing , which shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal aggregate minimum amount of at least $1,000,000.00 and 2,000,000 or any multiple of $500,000.00 1,000,000 in excess thereof; (B) the requested Borrowing Date, which shall be a Business Day; (C) the Interest Rate Type of Loans comprising the Borrowing; and (D) the duration of the Interest Period applicable to such Loans included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Offshore Rate Loans, such Interest Period shall be three months. (b) Following The Administrative Agent will promptly notify each Lender of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Lender's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank Lender will make the amount of its Pro Rata Share of such each Borrowing available to the Administrative Agent for the account of the Co-Borrowers Company at the Administrative Agent’s 's Payment Office by 3:00 p.m. 12:00 noon (New York City Dallas, Texas time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Administrative Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Administrative Agent by crediting the Bank Blocked Account designated by MMP wire transfer in accordance with the aggregate of the amounts made available written instructions provided to the Administrative Agent by the Banks and in Company of like funds as received by the Administrative Agent. (d) After giving effect to any Borrowing, there may not be more than seven (7) different Interest Periods in effect.

Appears in 2 contracts

Samples: Credit Agreement (Giant Industries Inc), Credit Agreement (Giant Industries Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon The Borrower may borrow under the Co-Borrowers’ irrevocable written notice delivered Commitments on any Business Day occurring prior to the Revolving Credit Commitment Termination Date; provided that, with respect to any borrowing, the Borrower shall give the Administrative Agent irrevocable notice, (such notice to be contained in a “Notice of Borrowing” in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City timeExhibit I) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (i) before 12:00 noon, New York City time) , three (3) Business Days prior to the requested Borrowing Date if all or any part of the Loans are to be Eurodollar Loans and (ii) before 2:00 P.M., New York City time, one Business Day prior to the requested Borrowing Date if the borrowing is to be solely of Alternate Base Rate Loans; provided that any such notice in respect of Loans to be made on the Closing Date may be given at any time before 4:00 P.M. New York City time, one Business Day prior to the Closing Date), ) specifying (A) the amount of the Borrowing. Each borrowing, (B) whether such Notice of Borrowing shall Loans are initially to be by electronic transfer Eurodollar Loans or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested Alternate Base Rate Loans or a combination thereof and (iiC) if the Co-Borrower(s) for whom such Loan borrowing is requested. Each requested to be entirely or partly Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the length of the Interest Period for such Eurodollar Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (affected Lender thereof. Not later than 12:00 noon, New York City time) , on the Borrowing Date requested specified in such notice, each affected Lender shall make available to the Administrative Agent at the office of the Administrative Agent specified in subsection 10.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Lender. Loan proceeds received by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then Administrative Agent hereunder shall promptly be made available to the Co-Borrowers Borrower by the Agent by Administrative Agent’s crediting the Bank Blocked Account designated by MMP account of the Borrower, at the office of the Administrative Agent specified in subsection 10.2, with the aggregate of the amounts made available to the Agent amount actually received by the Banks Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. The Loans made on the Closing Date shall be Alternate Base Rate Loans. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $500,000 in excess thereof and (ii) no more than ten Interest Periods shall be in effect at any one time.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Stratus Technologies Bermuda Holdings Ltd.), Revolving Credit Agreement (Stratus Technologies Bermuda Holdings Ltd.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered Subject to the terms and conditions hereof, Borrower may borrow under the Commitments on any Business Day; provided that, with respect to any borrowing, Borrower shall give the Administrative Agent irrevocable notice substantially in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing Exhibit J (which notice must be received by the Administrative Agent prior to 1:00 p.m. 12:00 noon (New York City timei) three (3) Business Days prior to the requested Borrowing Date), Date if all or any part of the Loans are to be Eurodollar Loans and (ii) on the Borrowing Date if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (a) the amount of the Borrowingborrowing, (b) whether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof, (c) if the borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (d) whether the Loan is a Term Loan or Revolving Credit Loan. Each If no election as to the Type of Borrowing is specified in any such Notice of notice, then the requested Borrowing shall be by electronic transfer or facsimilean ABR Borrowing. If no Interest Period with respect to any Eurodollar Borrowing is specified in any such notice, confirmed immediately in then the Borrower shall be deemed to have selected an original writing and shall specify (i) the Type Interest Period of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedone month’s duration. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following Upon receipt of a Notice of Borrowing requesting Revolving Loans, such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (affected Lender thereof. Not later than 2:00 p.m., New York City time) , on the Borrowing Date requested specified in such notice, each affected Lender shall make available to the Administrative Agent at the office of the Administrative Agent specified in subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Lender. Loan proceeds received by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then Administrative Agent hereunder shall promptly be made available to Borrower in immediately available funds to be delivered by wire transfer to the Co-Borrowers by the Agent by crediting the Bank Blocked Account account(s) designated by MMP Borrower in the applicable borrowing notice, with the aggregate of the amounts made available to the Agent amount actually received by the Banks Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $100,000 in excess thereof, and (ii) no more than ten Interest Periods shall be in effect at any one time.

Appears in 2 contracts

Samples: Credit Agreement (Atlantic Broadband Finance, LLC), Credit Agreement (Atlantic Broadband Finance, LLC)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered Subject to the terms and conditions hereof, Borrower may borrow under the Commitments on any Business Day; provided that, with respect to any borrowing, Borrower shall give the Administrative Agent (or, with respect to Swing Line Loans, the Swing Line Lender) irrevocable notice substantially in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing Exhibit Q (which notice must be received by the Administrative Agent prior to 12:00 noon (or, with respect to Swing Line Loans, 1:00 p.m. p.m.) (New York City timei) three (3) Business Days prior to the requested Borrowing Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date (or, in the case of Swing Line Loans and, if the Closing Date occurs on the date this Agreement is executed and delivered, Loans made on the Closing Date), on the requested Borrowing Date) if the borrowing is to be solely of Alternate Base Rate Loans) and in either case specifying (a) the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimileborrowing, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of whether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a Notice of Borrowing requesting Revolving combination thereof, (c) if the borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (d) whether the Loan is a Term Loan, a Swing Line Loan or Revolving Credit Loan. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) affected Lender thereof. Not later than 12:00 noon on the Borrowing Date requested by specified in such notice, each affected Lender shall make available to the Co-Borrowers Administrative Agent at the office of the Administrative Agent specified in funds subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to Agent. The the amount of the Loan to be made by such Lender (except that proceeds of all such Swing Line Loans will then be made available to the Co-Borrowers Borrower in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent hereunder shall promptly be made available to Borrower in immediately available funds to be delivered by crediting wire transfer to the Bank Blocked Account account(s) designated by MMP Borrower in the applicable borrowing notice, with the aggregate of the amounts made available to the Agent amount actually received by the Banks Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $100,000 in excess thereof, and (ii) no more than ten Interest Periods shall be in effect at any one time. No Borrowings made on the Closing Date or the next four consecutive Business Days shall be Eurodollar Loans without the Arrangers’ consent.

Appears in 2 contracts

Samples: Credit Agreement (Language Line Holdings, Inc.), Credit Agreement (Language Line Costa Rica, LLC)

Procedure for Borrowing. (a) Each Borrowing of The Borrower may borrow Dollar Loans consisting only of Base Rate Loans during the Commitment Period on any Business Day, provided that the Borrower shall be made upon give the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent (a) prior to 1:00 p.m. (10:00 A.M., New York City time, three Business Days prior to the requested Borrowing Date, in the case of Eurocurrency Loans or (b) prior to 11:00 A.M., New York City time, on the requested Borrowing Date, in the case of ABR Loans), specifying (i) the amount and Type of Dollar Loans to be borrowed, (ii) the requested Borrowing Date, and (iii) in the case of Eurocurrency Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor. Any Dollar Loans made on the Closing Date shall initially be ABR Loans. Each borrowing of Dollar Loans under the Commitments shall be in an amount equal to (x) in the case of ABR Loans, $1,000,000 or a whole multiple thereof (or, if the then aggregate Available Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurocurrency Loans, $10,000,000 or a whole multiple of $1,000,000 in excess thereof. Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Lender thereof. Each Lender will make the amount of its pro rata share of each borrowing available to the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, New York City time, on the Borrowing Date requested by the Borrower in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the Borrower by the Administrative Agent crediting the account of the Borrower on the books of such Office with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent. (b) The Borrower may borrow Foreign Currency Loans during the Commitment Period on any Business Day, provided that the Borrower shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 10:00 A.M., New York City time, three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and Borrowing Date, (ii) the Co-Borrower(srespective amounts of each Foreign Currency Loan in each Foreign Currency and (iii) for whom such Loan is requestedthe respective lengths of the initial Interest Period therefor. Each requested Eurodollar Rate Foreign Currency Loan must under the Commitments shall be in an amount equal to (x) in the case of Foreign Currency Loans denominated in Sterling, (pound)7,000,000 or a principal amount of at least $1,000,000.00 and any whole multiple of $500,000.00 (pound)500,000 in excess thereof. , (by) Following in the case of Foreign Currency Loans denominated in Euros, (euro)10,000,000 or a whole multiple of (euro)1,000,000 in excess thereof, and (z) in the case of Foreign Currency Loans denominated in Yen, Y1,000,000,000 or a whole multiple of Y100,000,000 in excess thereof. Upon receipt of a Notice of Borrowing requesting Revolving Loansany such notice from the Borrower, the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Lender thereof. Each Bank Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing each borrowing available to the Administrative Agent for the account of the Co-Borrowers Borrower at Agent’s Payment the Funding Office by 3:00 p.m. (New York City prior to 12:00 Noon, London time) , in each case, on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available in the relevant Foreign Currency to the Administrative Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Borrower by the Administrative Agent by crediting the Bank Blocked Account designated by MMP account of the Borrower on the books of such Office with the aggregate of the amounts made available to the Administrative Agent by the Banks Lenders and in like funds as received by the AgentAdministrative Agent or by wire transfer of such amounts to an account designated in writing by the Borrower to the Administrative Agent in connection with the relevant borrowing.

Appears in 2 contracts

Samples: 364 Day Credit Agreement (Thermo Electron Corp), 364 Day Credit Agreement (Thermo Electron Corp)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower shall be made upon deliver to the Co-Borrowers’ Administrative Agent (by no later than 9:00 a.m. (New York City time) on a day that is at least two Business Days prior to the Restatement Date) an irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must requesting that the Loans be received by Agent prior to 1:00 p.m. (New York City time) made on the Borrowing Date specifying the amount of the BorrowingRestatement Date. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Such Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify : (i) shall be delivered in accordance with the Type last paragraph of Loan requested Section 4.1 and (ii) shall specify: (A) the Co-Borrower(srequested amounts of the Loans for each Tranche (to be requested on a pro rata basis) to be borrowed by the Borrower, and (B) for whom such Loan is requestedthe Dollar Loans, the Type of Loans requested and, if the Dollar Loans are LIBOR Loans, the Interest Period therefor. Each requested Eurodollar Rate Loan must The Administrative Agent shall promptly notify each Lender and each Existing Lender upon receipt of the borrowing request. Such Notice of Borrowing given in accordance with this Section shall be in a principal amount deemed to satisfy all requirements under the Existing Credit Agreement for prior notice of at least $1,000,000.00 and any multiple prepayment of $500,000.00 in excess thereofthe Existing Loans. (b) Following receipt of a Notice of Borrowing requesting Revolving LoansSubject to the conditions precedent set forth in Article IV, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will Lender severally agrees to make the amount of its Pro Rata Share of such Borrowing the requested Loan of the applicable Tranche available to the Administrative Agent for the account of the Co-Borrowers Borrower (in the case of Dollar Loans) at the Administrative Agent’s applicable Payment Office and (in the case Peso Loans) at the Peso Agent’s Payment Office Office, in each case by 3:00 p.m. 10:00 a.m. (New York City time) on the Borrowing Restatement Date requested by the Co-Borrowers in funds immediately available to the Administrative Agent. The Upon fulfillment of the conditions precedent to disbursing the Loans in Article IV, the Administrative Agent shall apply the proceeds of all such the Loans will then be made available to repay in full the outstanding Loans of the Existing Lenders under the Existing Credit Agreement (the “Existing Loans”). The Borrower hereby irrevocably instructs the Administrative Agent to apply the proceeds of the Loans to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate payment in full of the amounts made available Existing Loans as specified above. The Borrower agrees to pay on the Restatement Date to the Agent by Existing Lenders all accrued and unpaid interest on the Banks Existing Loans and within fifteen days after demand any amounts owing under Section 3.4 of the Existing Credit Agreement (as in like funds as received by effect prior to the AgentRestatement Date) in respect of the repayment of the Existing Loans to the Existing Lenders on the Restatement Date.

Appears in 2 contracts

Samples: Credit Agreement (Axtel Sab De Cv), Credit Agreement (Axtel Sab De Cv)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower shall be made upon give the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent notice, substantially in the form of a Notice of BorrowingExhibit B, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (12:00 noon, New York City time, (i) three one Business Day prior to the anticipated Closing Date, in the case of ABR Loans, and (3ii) two Business Days prior to the requested Borrowing Closing Date), in the case of Eurodollar Loans) requesting that the Term Lenders make the Term Loans on the Closing Date and specifying (a) the amount of the Borrowing. Each such Notice of Borrowing shall to be by electronic transfer or facsimile, confirmed immediately in an original writing borrowed and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following instructions for remittance of the Term Loans to be borrowed. Upon receipt of a Notice of Borrowing requesting Revolving Loans, such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (Term Lender thereof. Not later than 12:00 Noon, New York City time) , on the Borrowing Closing Date requested by each such Term Lender shall make available to the Co-Borrowers Administrative Agent at the Funding Office an amount in funds immediately available funds equal to Agentthe Term Loan to be made by such Lender. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Borrower by the Administrative Agent crediting such account as is designated in writing to the Administrative Agent by crediting the Bank Blocked Account designated by MMP Borrower, with the aggregate of the amounts made available to the Administrative Agent by the Banks Term Lenders and in like funds as received by the Administrative Agent. (b) Unless the Administrative Agent shall have received notice from a Lender prior to the proposed date of any Borrowing that such Lender will not make available to the Administrative Agent such Lender’s share of any Borrowing, the Administrative Agent may (in its sole discretion) assume that such Lender has made such share available on such date in accordance with Section 2.2(a) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. In such event, if a Lender has not in fact made its share of the applicable Borrowing available to the Administrative Agent, then the applicable Lender and the Borrower severally agree to pay to the Administrative Agent forthwith on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at (i) in the case of such Lender, the Federal Funds Effective Rate or (ii) in the case of the Borrower, the interest rate applicable to ABR Loans of the applicable Class. If such Lender pays such amount to the Administrative Agent, then such amount shall constitute such Lender’s Loan included in such Borrowing.

Appears in 2 contracts

Samples: Credit Agreement, Credit Agreement (TMS International Corp.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans a Loan shall be made upon the Co-Borrowers’ Borrower’s irrevocable (subject to Section 10.5) written notice delivered to the Agent substantially in the form of a Notice of BorrowingBorrowing or in a writing in any other form acceptable to Agent, which notice must be received by Agent prior to 1:00 p.m. (New York City Chicago time) (i) (x) on the Borrowing Date specifying the amount date of the Borrowing. Each requested Borrowing of Loans or (y) on the date that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered is one (1) Business Day prior to the Agent requested Borrowing date, in each case, with respect to each Base Rate Loan; provided, that any Base Rate Loan made on the form of a Notice of Borrowing same day that notice is given shall not exceed $5,000,000, and (ii) on the day which notice must be received by Agent prior to 1:00 p.m. (New York City time) is three (3) Business Days prior to the requested Borrowing Date), specifying date in the case of each LIBOR Rate Loan. Such Notice of Borrowing shall specify: (i) whether such Borrowing is for Term Loans or Revolving Loans; (ii) the amount of the Borrowing. Each such Notice of Borrowing (which shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a aggregate minimum principal amount of at least $1,000,000.00 500,000 and any multiple integral multiples of $500,000.00 100,000 in excess thereofof that amount); (iii) the requested Borrowing date, which shall be a Business Day; (iv) whether the Borrowing is to be comprised of LIBOR Rate Loans or Base Rate Loans; and (v) if the Borrowing is to be LIBOR Rate Loans, the Interest Period applicable to such Loans. (b) Following Upon receipt of a Notice of Borrowing requesting Revolving LoansBorrowing, the Agent shall will promptly notify each Term Lender or Revolving Bank Lender, as applicable, of such Notice of Borrowing and of the amount of its Revolving such Lender’s Commitment Percentage of such requested Revolving Loansthe Borrowing. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Unless Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested is otherwise directed in writing by the Co-Borrowers in funds immediately available to Agent. The Borrower, the proceeds of all such Loans each requested Borrowing after the Closing Date will then be made available to the Co-Borrowers Borrower by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate wire transfer of the amounts made available such amount to the Agent by Borrower pursuant to the Banks and in like funds as received by wire transfer instructions specified on the Agentsignature page hereto.

Appears in 2 contracts

Samples: Credit Agreement (Entravision Communications Corp), Credit Agreement (Entravision Communications Corp)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Agent prior to 1:00 p.m. 11:00 a.m. (New York City Central time) (i) three (3) Business Days prior to the requested Borrowing Date), specifying in the case of LIBOR Rate Loans, and (ii) on the requested Borrowing Date, in the case of Daily One-Month LIBOR Rate Loans) specifying: (A) the amount of the Borrowing. Each such Notice of Borrowing , which shall be by electronic transfer or facsimile, confirmed immediately in an original writing and aggregate minimum amount of $250,000 or any multiple of $50,000 in excess thereof; (B) the requested Borrowing Date, which shall specify be a Business Day; and (iC) the Type of Loan requested and (ii) Loans comprising the CoBorrowing, however, that with respect to the Borrowing to be made on the Closing Date, such Borrowing will consist of Daily One-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Month LIBOR Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofLoans only. (b) Following The Agent will promptly notify each applicable Lender of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Lender’s Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank Lender will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers at the Agent’s Payment Office by 3:00 2:00 p.m. (New York City Central time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent at such office by crediting the Bank Blocked Account designated by MMP account of the Borrowers on the books of Xxxxx Fargo with the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by the Agent. (d) After giving effect to any Borrowing, unless the Agent shall otherwise consent, there may not be more than four (4) different Interest Periods in effect. (e) The Borrowers hereby authorize the Lenders and the Agent to accept Notices of Borrowing based on telephonic notices made by any person or persons the Agent or any Lender in good faith believes to be acting on behalf of the Borrowers. The Borrowers agree to deliver promptly to the Agent a written confirmation of each telephonic notice, signed on behalf of the Borrowers by a Responsible Officer or an authorized designee. If the written confirmation differs in any material respect from the action taken by the Agent and the Lenders, (i) the records of the Agent and the Lenders shall govern absent clear and obvious error and (ii) any prepayment by the Borrowers of any amount of any Borrowing which exceeds the written confirmation therefor, shall not be subject to the minimum repayment amounts set forth in Section 2.07.

Appears in 2 contracts

Samples: Credit Agreement (North American Galvanizing & Coatings Inc), Credit Agreement (North American Galvanizing & Coatings Inc)

Procedure for Borrowing. (a) Each Borrowing (other than an L/C Borrowing or a Borrowing of Loans consisting only of Base Rate Loans Swing Line Loans) shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Company's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Agent prior to 1:00 p.m. 12:00 noon (New York City Chicago time) (i) three (3) Business Days prior to the requested Borrowing Date), specifying in the case of Offshore Rate Loans and (ii) on the date of the requested Borrowing Date, in the case of Base Rate Loans, specifying: (i) the amount of the Borrowing, which shall be in an aggregate minimum amount of $500,000, or any multiple of $100,000 in excess thereof, in the case of Base Rate Loans, and $1,000,000, or any multiple of $500,000 in excess thereof, in the case of Offshore Rate Loans; (ii) whether such Borrowing shall consist of Revolving Loans and/or Term Loans; (iii) the requested Borrowing Date, which shall be a Business Day; (iv) the Type of Loans comprising the Borrowing; and (v) the duration of the Interest Period applicable to such Loans included in such notice. Each If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Offshore Rate Loans, such Interest Period shall be three months; PROVIDED, HOWEVER, that with respect to the Borrowing to be made on the Special Funding Date, the Notice of Borrowing shall be delivered to the Agent not later than 10:00 a.m. (Chicago time) on the Special Funding Date and such Borrowing will consist of Base Rate Loans only; and PROVIDED FURTHER, all Borrowings during the first 90 days following the Special Funding Date (or such shorter period as determined by electronic transfer or facsimile, confirmed immediately in an original writing the Agent) shall have the same Interest Period and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) be Base Rate Loans or Offshore Rate Loans for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofInterest Periods no longer than one month. (b) Following The Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers Company at the Agent’s 's Payment Office by 3:00 2:00 p.m. (New York City Chicago time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent at such office by crediting the Bank Blocked Account designated by MMP account of the Company on the books of BofA with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent. (d) After giving effect to any Borrowing, unless the Agent shall otherwise consent, there may not be more than five different Interest Periods in effect.

Appears in 2 contracts

Samples: Credit Agreement (Waterlink Inc), Credit Agreement (Waterlink Inc)

Procedure for Borrowing. (a) Each Borrowing The Parent Borrower shall give the Administrative Agent notice specifying the identity of Loans consisting only of Base Rate Loans shall be made upon each applicable Borrower (if not the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of BorrowingParent Borrower), which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Tranche B-1 Term Loans that includes any Eurodollar Rate Loans shall to be made upon borrowed on the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing Closing Date (which notice must be have been received by the Administrative Agent prior to 1:00 p.m. (12:30 P.M., New York City timetime (or such later time as may be agreed by the Administrative Agent in its reasonable discretion) three (3) at least two Business Days prior to the requested Borrowing Closing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing and shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedirrevocable after funding). Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following Upon receipt of a Notice of Borrowing requesting Revolving Loans, such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) applicable Lender thereof. Each Bank Lender having an Tranche B-1 Term Loan Commitment will make the amount of its Pro Rata Share pro rata share of such Borrowing available to Agent the Tranche B-1 Term Loan Commitments available, in each case for the account of the Co-Borrowers applicable Borrower at Agent’s Payment Office by 3:00 p.m. (the office of the Administrative Agent specified in Section 11.2 prior to 12:00 P.M., New York City timetime (or, if the time period for the Parent Borrower’s delivery of notice was extended, such later time as agreed to by the Parent Borrower and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice) on the Borrowing Closing Date requested by the Co-Borrowers in funds immediately available to the Administrative Agent. The proceeds Administrative Agent shall on such date credit the account of all such Loans will then be made available to the Co-Borrowers by applicable Borrower on the books of the Administrative Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Administrative Agent by the Banks Lenders and in like funds as received by the Administrative Agent. (b) The Borrowers may borrow under the Revolving Commitments during the applicable Revolving Commitment Period on any Business Day; provided that the Parent Borrower shall give the Administrative Agent notice (which notice shall be irrevocable if the Borrowing Date is not the Closing Date and must be received by the Administrative Agent prior to (a) (x) in the case of Revolving Loans denominated in a currency other than Australian Dollars, 12:00 P.M., New York City time (or such later time as may be agreed by the Administrative Agent in its reasonable discretion), at least two Business Days prior to the Closing Date and (y) in the case of Revolving Loans denominated in Australian Dollars, 12:00 P.M., New York City time (or such later time as may be agreed by the Administrative Agent in its reasonable discretion), at least five Business Days prior to the Closing Date, in each of clause (x) and (y) if the requested Borrowing Date is the Closing Date, (b) 1:00 P.M., New York City time, at least three Business Days (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) prior to the requested Borrowing Date (if such Borrowing Date is not the Closing Date), if all or any part of the requested Revolving Loans are to be initially Eurocurrency Loans or BA Equivalent Loans, (c) 12:00 P.M., New York City time (or such later time as may be agreed to by the Administration Agent in its reasonable discretion), at least one Business Day prior to the requested Borrowing Date (if such Borrowing Date is not the Closing Date), for ABR Loans or Canadian Prime Rate Loans) or (d) 12:00 P.M., New York City time (or such later time as may be agreed to by the Administration Agent in its reasonable discretion), at least five Business Day prior to the requested Borrowing Date (if such Borrowing Date is not the Closing Date), for Eurocurrency Loans denominated in Australian Dollars), in each case specifying (i) the amount to be borrowed, (ii) the identity of each applicable Borrower (if not the Parent Borrower), (iii) the requested Borrowing Date, (iv) whether the borrowing is to be of Loan denominated in Dollars, Euro or another Designated Foreign Currency, (v) whether the borrowing is to be of Eurocurrency Loans, ABR Loans, BA Equivalent Loans, Canadian Prime Rate Loans or a combination thereof and (vi) if the borrowing is to be entirely or partly of Eurocurrency Loans or BA Equivalent Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor. (c) (x) Each borrowing of ABR Loans under the Revolving Commitments shall be in an amount equal to, except any ABR Loan to be used solely to pay a like amount of outstanding Reimbursement Amount or Swing Line Loans, $1.0 million or a whole multiple of $500,000 in excess thereof (or, if the then Available Revolving Commitments are less than $1.0 million, such lesser amount), (y) the Dollar Equivalent of the principal amount of each borrowing of Canadian Prime Rate Loans under the Revolving Commitments shall be in an amount equal to, except any Canadian Prime Loan to be used solely to pay a like amount of outstanding Reimbursement Amount, $1.0 million or a whole multiple of $500,000 in excess thereof (or, if the then Available Revolving Commitments are less than $1.0 million, such lesser amount) and (z) each borrowing of Eurocurrency Loans under the Revolving Commitments shall be in an amount equal to (or, in the case of Eurocurrency Loans to be made in any Designated Foreign Currency, the Dollar Equivalent of the principal amount thereof shall be in an amount equal to) $1.0 million or a whole multiple of $500,000 in excess thereof. Upon receipt of any such notice from the Parent Borrower, the Administrative Agent shall promptly notify each Revolving Lender thereof. Subject to the satisfaction of the conditions precedent specified in Section 6.2 (and, Section 6.1, in the case of an initial Borrowing hereunder on the Closing Date), each Lender shall make the amount of its pro rata share of each borrowing of Revolving Loans available to the Administrative Agent for the account of the applicable Borrower at the office of the Administrative Agent specified in Section 11.2 prior to (i) 2:30 P.M. New York City time, in the case of Loans denominated in Dollars, (ii) 3:00 P.M. New York City time, one Business Day prior to the requested Borrowing Date, in the case of Loans denominated in Australian Dollars and (iii) 8:00 A.M. New York City time in the case of Loans denominated in Euro or other applicable Designated Foreign Currency (other than Australian Dollars) (or 10:00 A.M., New York City time in the case of an initial borrowing hereunder (or, if the time period for the Parent Borrower’s delivery of notice was extended, such later time as agreed to by the Parent Borrower and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice)), or at such other office of the Administrative Agent or at such other time as to which the Administrative Agent shall notify such Lender and the Parent Borrower reasonably in advance of the Borrowing Date with respect thereto, on the Borrowing Date requested by the Parent Borrower in Dollars or the applicable Designated Foreign Currency and in funds immediately available to the Administrative Agent. Such borrowing will then be made available to the applicable Borrower by the Administrative Agent crediting the account of the applicable Borrower on the books of the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Appears in 2 contracts

Samples: Credit Agreement (Hertz Global Holdings, Inc), Credit Agreement

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ Company’s irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Administrative Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. 11:00 a.m. (New York City time) (i) three (3) Business Days prior to the date of a proposed Borrowing comprised of LIBOR Loans, and (ii) on the requested date of a proposed Borrowing comprised of Base Rate Loans), specifying: (i) the requested Borrowing Date), specifying which shall be a Business Day; (ii) the aggregate amount of the Borrowing, which (A) in the case of the Borrowing of Term Loans shall not exceed the aggregate Term Commitments and (B) in the case of any Borrowing of Revolving Loans, (x) shall not exceed the unused portion of the aggregate Revolving Commitments and (y) shall be in a minimum principal amount of US$5,000,000 or an integral multiple of US$1,000,000 in excess thereof; and (iii) in the case of any Borrowing comprised of LIBOR Loans, the duration of the initial Interest Period applicable to such Loans. Each such If the Notice of Borrowing shall be by electronic transfer or facsimilefail to specify the duration of the Interest Period for any Borrowing, confirmed immediately in an original writing and shall specify such Interest Period shall, subject to clauses (ic) the Type of Loan requested and (iid) of the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must definition of “Interest Period,” be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofthree months. (b) Following The Administrative Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank’s Pro Rata Share of such requested Revolving LoansBorrowing. (c) Each Bank will make each Loan to be made by it hereunder on any Borrowing Date to the amount of its Pro Rata Share of such Borrowing available to Administrative Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 Company by, with respect to LIBOR Loans, 11:00 a.m. (New York City time) or, with respect to Base Rate Loans, 1:00 p.m. (New York City time) on by wire transfer of immediately available funds to the Borrowing Date requested account held by the Co-Borrowers in funds immediately available Administrative Agent for such purposes most recently designated by it by notice to Agentthe Banks. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available Administrative Agent, pursuant to the Agent by the Banks and Section 6.06, in like funds as received by the Administrative Agent, by wire transfer in accordance with the Notice of Borrowing. (i) The Company may request more than one Borrowing per day; provided, however, all Loans comprising one Borrowing shall have the same Interest Period. (ii) All Term Loans shall be of the same type and have the same Interest Period. (e) After giving effect to any Borrowing of Revolving Loans, there may not be more than ten Interest Periods in effect with respect to Revolving Loans that are LIBOR Loans.

Appears in 2 contracts

Samples: Loan Agreement (Gruma Sa De Cv), Loan Agreement (Gruma Sa De Cv)

Procedure for Borrowing. (a) Each Borrowing of The Loans consisting only of may from time to time be (i) Eurodollar Loans or (ii) Base Rate Loans shall be made upon or (iii) a combination thereof, as determined by the Co-Borrowers’ irrevocable written notice delivered Borrower and notified to the Agent in the form of a Notice of Borrowingaccordance with subsections 2.2(b) and 2.7, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans PROVIDED that includes any Eurodollar Rate Loans no Loan shall be made upon as a Eurodollar Loan after the Co-Borrowers’ irrevocable written notice delivered day that is one month prior to the Termination Date. (b) The Borrower may borrow on any Working Day, if all or any part of such Loans are to be initially Eurodollar Loans, or on a Business Day, if all of such Loans are to be initially Base Rate Loans, PROVIDED that the Borrower shall give the Agent in the form of a Notice of Borrowing irrevocable notice (which notice must be received by the Agent prior to 1:00 p.m. 10:00 A.M., Los Angeles time, (New York City timea) three (3) Business Days prior to the Closing Date, if all or any part of the requested Loans are to be initially Eurodollar Loans or (b) one Business Day prior to the requested Borrowing Date, otherwise), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) whether the Type of Loan requested borrowing is to be Eurodollar Loans, Base Rate Loans, or a combination thereof and (ii) if the Co-Borrower(s) for whom borrowing is to be entirely or partly of Eurodollar Loans, the respective amounts of each such Type of Loan is requestedand the respective lengths of the initial Interest Periods therefor. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following Upon receipt of a Notice of Borrowing requesting Revolving Loansany such notice from the Borrower, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Lender thereof. Each Bank Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing the borrowing available to the Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (the office of the Agent specified in subsection 9.2 prior to 11:00 A.M., New York City time) , on the Borrowing Closing Date requested by the Co-Borrowers in funds immediately available to the Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Borrower by the Agent by crediting the Bank Blocked Account designated by MMP account of the Borrower on the books of such office with the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by the Agent.

Appears in 2 contracts

Samples: Credit Agreement (Paxson Communications Corp), Credit Agreement (Paxson Communications Corp)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on one (1) Business Day prior to the requested Borrowing Date Date, specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Rate Loan must be in have a principal amount Eurodollar Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof5,000,000.00. (b) Following Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank’s Pro Rata Share of that Borrowing (or if a Defaulting Bank exists, and without limitation to the obligations of such Defaulting Bank under this Section 2.03(b), with respect to any Non-Defaulting Bank, its Pro Rata Adjusted Share, if 3rd A&R Credit Agreement [Enserco] 41 011038.0122\517034.09 applicable). If such Notice of Borrowing relates to a request for a Eurodollar Rate Loan, the Agent will provide such notification to each Bank at least three (3) Business Days prior to the requested Revolving LoansBorrowing Date. (c) Each Bank will make the amount of its Pro Rata Share (or if a Defaulting Bank exists, and without limitation to the obligations of such Defaulting Bank under this Section 2.03(c), with respect to any Non-Defaulting Bank, its Pro Rata Adjusted Share, if applicable) of such Borrowing available to Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to Agent. The proceeds of all such Loans Loan will then be made available to the Co-Borrowers Borrower by the Agent at such office by crediting the Borrower’s Bank Blocked Account designated by MMP referred to in clause (a) of the definition thereof with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Credit Agreement (Black Hills Corp /Sd/)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered Subject to the terms and conditions hereof, Borrower may borrow under the Commitments on any Business Day; provided that, with respect to any borrowing, Borrower shall give the Administrative Agent (or, with respect to Swing Line Loans, the Swing Line Lender) irrevocable notice substantially in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing Exhibit Q (which notice must be received by the Administrative Agent prior to 1:00 p.m. 12:00 noon (New York City timeor, with respect to Swing Line Loans, 3:00 p.m.) (i) three (3) Business Days prior to the requested Borrowing Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date (or, in the case of Swing Line Loans and, if the Closing Date occurs on the date this Agreement is executed and delivered, Loans made on the Closing Date), on the requested Borrowing Date) if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (a) the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimileborrowing, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of whether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a Notice of Borrowing requesting Revolving combination thereof, (c) if the borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (d) whether the Loan is a Term Loan, a Swing Line Loan or Revolving Credit Loan. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) affected Lender thereof. Not later than 12:00 noon on the Borrowing Date requested by specified in such notice, each affected Lender shall make available to the Co-Borrowers Administrative Agent at the office of the Administrative Agent specified in funds subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to Agent. The the amount of the Loan to be made by such Lender (except that proceeds of all such Swing Line Loans will then be made available to the Co-Borrowers Borrower in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent hereunder shall promptly be made available to Borrower in immediately available funds to be delivered by crediting wire transfer to the Bank Blocked Account account(s) designated by MMP Borrower in the applicable borrowing notice, with the aggregate of the amounts made available to the Agent amount actually received by the Banks Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $100,000 in excess thereof, and (ii) no more than ten Interest Periods shall be in effect at any one time. No Borrowings made on the Closing Date or the next four consecutive Business Days shall be Eurodollar Loans without the Arranger’s consent.

Appears in 1 contract

Samples: Credit Agreement (Atlantic Broadband Finance, LLC)

Procedure for Borrowing. (a) Each Borrowing Except with respect to Swing Line Loans, for which borrowing procedures are set forth in subsection 2.10, the Company may borrow under the Commitments on any Business Day, if the borrowing is of Loans consisting only Eurodollar Loans, or on any Business Day, if the borrowing is of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered ABR Loans, PROVIDED that, with respect to the Agent in the form of a Notice of Borrowingborrowings, which notice must be received by Agent prior if any, to 1:00 p.m. (New York City time) take place on the Borrowing Date specifying Closing Date, the amount of Company shall give the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (10:00 A.M., New York City time, on the Closing Date), and with respect to any subsequent borrowings, the Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (i) three (3) Business Days prior to the requested Borrowing Date), Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date if the borrowing is to be solely of ABR Loans) specifying (A) the amount of the Borrowing. Each borrowing, (B) whether such Notice of Borrowing shall Loans are initially to be by electronic transfer Eurodollar Loans or facsimileABR Loans, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested or a combination thereof, and (iiC) if the Co-Borrower(s) for whom such Loan borrowing is requested. Each requested to be entirely or partly Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the length of the Interest Period for such Eurodollar Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each which notice shall in any event be delivered to each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (4:00 P.M., New York City time) , on such date). Not later than 12:00 Noon, New York City time, on the Borrowing Date requested specified in such notice, each Bank shall make available to the Administrative Agent at the office of the Administrative Agent specified in subsection 10.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Bank. Loan proceeds received by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then Administrative Agent hereunder shall promptly be made available to the Co-Borrowers Company by the Agent by Administrative Agent's crediting the Bank Blocked Account designated by MMP account of the Company, at the office of the Administrative Agent specified in subsection 10.2, with the aggregate of amount actually received by the amounts made available to the Administrative Agent by from the Banks and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $5,000,000, or a whole multiple of $1,000,000 in excess thereof, and (ii) no more than ten Interest Periods shall be in effect at any one time. (c) Eurodollar Loans shall be made by each Bank at its Eurodollar Lending Office and ABR Loans shall be made by each Bank at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (General Semiconductor Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon Borrower may borrow under the Co-Borrowers’ irrevocable written notice delivered to Commitments during the Commitment Period on any Business Day, PROVIDED that Borrower gives the Agent in the form of a Notice of Borrowing, which telephonic notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must shall be received irrevocable once given and shall be promptly confirmed in writing) (i) by Agent no later than 12:00 noon Chicago time at least one Business Day prior to 1:00 p.m. the date of each requested Borrowing of Prime Rate Loans and (New York City timeii) by no later than 10:00 a.m. Chicago time on the date at least three (3) Business Days prior to the requested date of each requesting Borrowing Date), specifying the amount of the BorrowingEurodollar Loans. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and notice from the Borrower shall specify (iA) the Type amount to be borrowed, (B) the type of Loan requested Revolving Credit Loans to comprise such Borrowing, (C) if such Borrowing is to be comprised of Eurodollar Loans, the Interest Period selected by the Borrower to be applicable thereto, and (iiD) the Co-Borrower(s) for whom such Loan is requesteddate of the requested Borrowing. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following Upon receipt of a Notice of Borrowing requesting Revolving Loans, such notice from Borrower the Agent shall promptly notify each Revolving Bank thereof. Subject to the satisfaction of the amount terms and conditions of its Revolving Percentage of such requested Revolving Loans. (c) Each this Agreement, each Bank will make the amount of its Pro Rata Share Commitment Percentage of such each Borrowing available to the Agent for the account of the Co-Borrowers located at Agent’s Payment Office by 3:00 p.m. (New York City 000 Xxxx Xxxxxx Xxxxxx, Xxxxxxx, Xxxxxxxx 00000, not later than 10:00 a.m. Chicago time) , on the Borrowing Date date requested by the Co-Borrowers said Borrower in funds immediately available to Agentthe Agent as the Agent may direct. The proceeds of all such Loans loans will then promptly be made available to said Borrower by the Co-Borrowers by Agent at the office of the Agent by crediting the Bank Blocked Loan Account designated by MMP of Borrower on the books of such office of the Agent with the said aggregate of the amounts amount made available to the Agent by the Banks and in like funds as received by the Agent. Each Borrowing of Eurodollar Loans shall be in an amount not less than $1,000,000, or any larger amount that is an integral multiple of $500,000.

Appears in 1 contract

Samples: Revolving Credit Agreement (Thor Industries Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans or COF Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be submitted by HoldCo by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must must, (x) in the case of Working Capital Loans, be in a principal amount of at least $2,000,000.00 and any multiple of $1,000,000.00 in excess thereof and (y) in the case of Revolving Loans, be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Working Capital Loans, the Agent shall promptly notify each Bank of the amount of its Working Capital Percentage of such requested Working Capital Loans. Following receipt of a Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP HoldCo with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Credit Agreement (Spark Energy, Inc.)

Procedure for Borrowing. (a) Each Borrowing As a condition precedent to borrowing of Term Loans consisting only of Base Rate Loans hereunder, the Borrower shall be made upon give the Co-Borrowers’ Administrative Agent an irrevocable written notice delivered to the Agent substantially in the form of a Notice of Borrowing, which notice must be received by Agent EXHIBIT A-1 on or prior to 1:00 p.m. (New York City time) on the Borrowing Closing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (10:00 a.m., New York City time) three (3) Business Days prior to time on the requested Borrowing Closing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i1) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such that a Term Loan is requested. Each , (2) the aggregate amount to be borrowed, (3) the requested Closing Date, (4) whether the borrowing is to be of Eurodollar Loans, Alternate Base Rate Loan must Loans or a combination thereof, (5) if the borrowing is to be in a principal amount entirely or partly of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Eurodollar Loans, the amounts of such Eurodollar Loans and the lengths of the initial Interest Periods therefor and (6) the number and the location of the account to which the proceeds are to be disbursed (consistent with the provisions of hereof). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Lender thereof. Each Bank Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing each borrowing available to the Administrative Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (the office of the Administrative Agent specified in SECTION 9.2 prior to 11:00 a.m., New York City time) , on the Borrowing Date date requested by the Co-Borrowers Borrower in funds immediately available to the Administrative Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Borrower by the Administrative Agent in the manner specified by crediting the Bank Blocked Account designated by MMP with Borrower in such Notice of Borrowing in the aggregate of the amounts made available to the Administrative Agent by the Banks Lenders and in like funds as received by the Administrative Agent. If the Borrower fails to indicate the initial Interest Periods in such notice, the Interest Period shall be one month.

Appears in 1 contract

Samples: Credit Agreement (Aquila Inc)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to the Administrative Agent and the Banks in the form of a Notice of BorrowingBorrowing (Revolving Loan), which notice must be received by the Administrative Agent prior to 1:00 and the Banks by no later than 12:00 p.m. noon (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Offshore Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to the Administrative Agent and the Banks in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 by no later than 12:00 p.m. noon (New York City time) three four (34) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Offshore Rate Loan must be in a principal amount have an Offshore Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof15,000,000. (b) Following The Administrative Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Unless a Bank has provided the Administrative Agent with, and the Administrative Agent has actually received, a written notice in the form attached hereto as Exhibit H prior to 5:00 p.m. (New York City time) one Business Day immediately prior to the proposed Borrowing Date that such Bank does not approve further Borrowings and/or Issuances of Letters of Credit, if the Administrative Agent elects in its sole discretion to advance a Loan pursuant to a Notice of Borrowing, each Bank will be deemed to have approved such Borrowing and will make the amount of its Pro Rata Share of such Borrowing available to the Administrative Agent for the account of the Co-Borrowers Borrower at the Administrative Agent’s Payment Office 's payment office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to the Administrative Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Borrower by the Administrative Agent at such office by crediting the Bank Blocked Account designated by MMP Lock Box with the aggregate of the amounts made available to the Administrative Agent by the Banks and in like funds as received by the Administrative Agent. If any Bank in a timely manner provides the Administrative Agent with such a written notice of its disapproval of further Borrowings and/or Issuances of Letters of Credit, then the Administrative Agent shall notify the Borrower that one or more of the Banks have elected not to fund further Borrowings and/or participate in further Issuances of Letters of Credit and whether a Bank (or Banks) has (have) elected to become the Approving Bank(s) thereby triggering the Conversion to Reduced Funding Banks Date.

Appears in 1 contract

Samples: Credit Agreement (Atmos Energy Corp)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Revolving Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Company's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (or telephonic notice promptly confirmed in writing in the form of a Notice of Borrowing), which notice must be received by the Agent prior to 1:00 p.m. 10:30 a.m. (New York City timeApplicable Time) three (3i) two Business Days prior to the requested Borrowing Date), specifying in the case of LIBO Rate Loans, or (ii) on the requested Borrowing Date, in case of Base Rate Loans, in each case specifying: (A) the amount of the Borrowing, which shall be in an aggregate minimum amount of $500,000 or any multiple of $250,000 in excess thereof; (B) the requested Borrowing Date, which shall be a Business Day; (C) the Type of Loans comprising the Borrowing; and (D) the duration of the Interest Period applicable to such Loans included in such notice. Each If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBO Rate Loans, such Loan shall be a Base Rate Loan. provided, however, that with respect to the Borrowing to be made on the Closing Date, the Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing delivered to the Agent not later than 10:30 a.m. (Applicable Time) one Business Day before the Closing Date and shall specify (i) the Type such Borrowing will consist of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Base Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofLoans only. (b) Following The Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers Company at the Agent’s 's Payment Office by 3:00 p.m. 11:00 a.m. (New York City timeApplicable Time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent at such office by crediting the account of the Company on the books of Bank Blocked Account designated by MMP of America with the aggregate of the amounts made available to the Agent by the Banks and Banks. (d) After giving effect to any Borrowing, unless the Agent shall otherwise consent, there may not be more than seven different Interest Periods in like funds as received by the Agenteffect.

Appears in 1 contract

Samples: Credit Agreement (Midway Games Inc)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans shall be made upon the a Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Administrative Agent in the form of a Notice of BorrowingBorrowing (Revolving Loan), which notice must be received by the Administrative Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the BorrowingBorrowing and the duration of the Interest Period. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Rate Loans shall be made upon the a Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Administrative Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the BorrowingBorrowing and the duration of the Interest Period. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Rate Loan must be in a principal amount have an Eurodollar Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof15,000,000.00. (b) Following The Administrative Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank’s Pro Rata Share of such requested Revolving Loansthat Borrowing and the duration of the Interest Period. (c) Each If the Administrative Agent elects in its sole discretion to advance a Loan pursuant to a Notice of Borrowing, each Bank will be deemed to have approved such Borrowing and will make the amount of its Pro Rata Share of such Borrowing available to the Administrative Agent for the account of the Co-Borrowers at the Administrative Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to the Administrative Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Administrative Agent at such office by crediting the Bank Blocked Account designated by MMP account of the Co-Borrowers on the books of Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Banks and in like funds as received by the Administrative Agent. (d) A Daylight Overdraft may be made by BNP Paribas in its sole discretion upon written request from a Co-Borrower unless BNP Paribas has received a notice from the Required Banks pursuant to Subsection 2.01(d) to terminate making Daylight Overdrafts.

Appears in 1 contract

Samples: Credit Agreement (Avista Corp)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans borrowing shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowingon notice, which notice must be received by Agent prior to 1:00 p.m. given not later than 4:00 P.M. (New York City Chicago time) on the Borrowing Date specifying Business Day immediately preceding the amount date of the Borrowingproposed borrowing, by GDC to the Agent. Each Borrowing such notice of Loans that includes any Eurodollar Rate Loans a borrowing (a "Notice of Borrowing") shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent by telecopier, in substantially the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to Exhibit M, specifying therein the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type date of Loan requested such borrowing and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal aggregate amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following such borrowing. Upon receipt of a any Notice of Borrowing requesting Revolving Loansfrom GDC, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank Lender thereof. On each date on which a Loan is made, each Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing each borrowing available to the Agent for the account of the Co-Borrowers at the Agent’s Payment Office by 3:00 p.m. (New York City 's account specified in Section 2.8(a) prior to 2:00 P.M., Chicago time) , on the Borrowing Date borrowing date requested by the Co-Borrowers GDC, in funds immediately available to the Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers by the Agent by crediting wire transferring to an account of the Bank Blocked Account designated by MMP with Borrowers' choosing as specified in writing from time to time the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by the Agent. (b) Unless the Agent shall have been notified in writing by any Lender prior to a borrowing date that such Lender will not make the amount that would constitute its Revolving Credit Commitment Percentage of the borrowing on such date available to the Agent, the Agent may assume that such Lender has made such amount available to the Agent on such borrowing date, and the Agent may, in reliance upon such assumption, make available to the Borrowers a corresponding amount. If such amount is made available to the Agent on a date after such borrowing date, such Lender shall pay to the Agent, on demand, an amount equal to the product of (i) the daily average Federal Funds Effective Rate during such period, times (ii) the amount of such Lender's Revolving Credit Commitment Percentage of such borrowing, times (iii) a fraction the numerator of which is the number of days that elapse from and including such borrowing date to the date on which such Lender's Revolving Credit Commitment Percentage of such borrowing shall have become immediately available to the Agent and the denominator of which is 360. A certificate of the Agent submitted to any Lender with respect to any amounts owing under this Section 2.3(b) shall be conclusive in the absence of manifest error. If such Lender's Revolving Credit Commitment Percentage of such borrowing is not in fact made available to the Agent by such Lender within three Business Days of such borrowing date, the Agent shall be entitled to recover, on demand, from the Borrowers, such amount with interest thereon at the rate per annum applicable to Revolving Credit Loans hereunder.

Appears in 1 contract

Samples: Loan and Security Agreement (General Datacomm Industries Inc)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Administrative Agent and the Banks in the form of a Notice of BorrowingBorrowing (Revolving Loan), which notice must be received by the Administrative Agent prior to 1:00 and the Banks by no later than 12:00 p.m. noon (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Offshore Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Administrative Agent and the Banks in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 by no later than 12:00 p.m. noon (New York City time) three four (34) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Offshore Rate Loan must be in a principal amount have an Offshore Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof15,000,000. (b) Following The Administrative Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank’s Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Unless a Bank has provided the Administrative Agent with, and the Administrative Agent has actually received, a written notice in the form attached hereto as Exhibit H prior to 5:00 p.m. (New York City time) one Business Day immediately prior to the proposed Borrowing Date that such Bank does not approve further Borrowings and/or Issuances of Letters of Credit, if the Administrative Agent elects in its sole discretion to advance a Loan pursuant to a Notice of Borrowing, each Bank will be deemed to have approved such Borrowing and will make the amount of its Pro Rata Share of such Borrowing available to the Administrative Agent for the account of the Co-Borrowers Borrower at the Administrative Agent’s Payment Office payment office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to the Administrative Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Borrower by the Administrative Agent at such office by crediting the Bank Blocked Account designated by MMP Lock Box with the aggregate of the amounts made available to the Administrative Agent by the Banks and in like funds as received by the Administrative Agent. If any Bank in a timely manner provides the Administrative Agent with such a written notice of its disapproval of further Borrowings and/or Issuances of Letters of Credit, then the Administrative Agent shall notify the Borrower that one or more of the Banks have elected not to fund further Borrowings and/or participate in further Issuances of Letters of Credit and whether a Bank (or Banks) has (have) elected to become the Approving Bank(s) thereby triggering the Conversion to Reduced Funding Banks Date.

Appears in 1 contract

Samples: Credit Agreement (Atmos Energy Corp)

Procedure for Borrowing. (a) Each Borrowing (other than a Borrowing made at the request of Loans consisting only the Swing Line Lender pursuant to subsection 2.01(d)(iii) for the purpose of Base Rate Loans repaying any Refunded Swing Line Loans) shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Company's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Agent prior to 1:00 p.m. 9:00 a.m. (New York City San Francisco time) (i) three (3) Business Days prior to the requested Borrowing Date), specifying in the case of LIBOR Rate Loans; and (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans, provided that such notice shall be given prior to 11:00 a.m. San Francisco time on the day of the proposed Borrowing if such Borrowing consists of a Swing Line Loan, specifying: (A) the amount of the Borrowing. Each such Notice of Borrowing , which shall be by electronic transfer or facsimile, confirmed immediately in an original writing aggregate minimum amount of $1,500,000 and multiples of $1,000,000 in excess thereof; provided that the Swing Line Loans shall specify be in a minimum amount of $500,000 or any multiple of $100,000 in excess thereof; (iB) the requested Borrowing Date, which shall be a Business Day; (C) the Type of Loan requested and Loans comprising the Borrowing (iiwhich shall be Base Rate Loans if the Borrowing consists of a Swing Line Loan); and (D) the Co-Borrower(s) for whom duration of the Interest Period applicable to LIBOR Rate Loans included in such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofnotice. (b) Following The Agent will promptly notify each Lender of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Lender's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank Lender will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers Company at the Agent’s 's Payment Office by 3:00 11:00 a.m. (San Francisco time) and the Swing Line Lender will make the amount of each Borrowing consisting of a Swing Line Loan available to the Agent for the account of the Company at the Agent's Payment Office by 1:00 p.m. (New York City San Francisco time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent at such office by crediting arranging to credit the account of the Company on the books of Bank Blocked Account designated by MMP of America with the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by the Agent. (d) After giving effect to any Borrowing, unless the Agent shall otherwise consent, there may not be more than 6 different Interest Periods in effect.

Appears in 1 contract

Samples: Credit Agreement (Vans Inc)

Procedure for Borrowing. (a) Each The Borrower shall deliver to the Disbursing Agent a fully executed Borrowing Notice no later than 2:00 p.m. (x) one Business Day in advance of Loans consisting only the Closing Date in the case of Base Rate Loans shall and (y) three Business Days in advance of the Closing Date in the case of Eurodollar Loans (or such shorter period as may be made upon the Co-Borrowers’ irrevocable written notice delivered acceptable to the Agent in Lenders and the form of a Notice of Borrowing, which notice must be received by Agent prior Disbursing Agent). If no election as to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan Borrowing is specified in any such notice, then the requested borrowing shall be a Base Rate Borrowing. The Disbursing Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02 (and (ii) the Co-Borrower(s) for whom such Loan is requested. Each contents thereof), and of each Lender’s portion of the requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofborrowing. (b) Following Upon receipt of a Notice written confirmation by the Lenders of Borrowing requesting Revolving the satisfaction or waiver of the conditions precedent specified herein, each Lender shall make its Loan available to the Disbursing Agent not later than 12:00 p.m. on the Closing Date by wire transfer of same day funds in Dollars, at the principal office designated by the Disbursing Agent. Upon satisfaction or waiver of the conditions precedent specified herein and receipt of funds from each Lender sufficient to make the Loans, the Disbursing Agent shall promptly notify each Revolving Bank make the proceeds of the Loans available to the Borrower on the Closing Date by causing an amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make same day funds in Dollars equal to the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then received by Disbursing Agent from the Lenders to be made available credited to such account(s) as may be designated in writing to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Disbursing Agent by the Banks and in like funds as received by the AgentBorrower.

Appears in 1 contract

Samples: Credit Agreement (FreightCar America, Inc.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower shall be made upon give the Co-Borrowers’ irrevocable Administrative Agent written notice delivered notice, in substantially the form attached hereto as Exhibit K (or such other form reasonably acceptable to the Agent Administrative Agent), in the form amount of the Initial Term Loan Commitment, specifying whether the borrowing is to be of SOFR Loans or ABR Loans or a Notice combination thereof and if the borrowing is to be of Borrowingmore than one Type of Loan, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor (if applicable) and the proposed Borrowing Date (which notice must be have been received by the Administrative Agent prior to 1:00 p.m. by (i) 12:00 P.M., New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) , at least three (3) U.S. Government Securities Business Days prior to the requested Borrowing Date), specifying Date for SOFR Loans (or such later time as may be agreed by the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer Administrative Agent in its reasonable discretion) or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of 12:00 P.M., New York City time, at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following one Business Day prior to the requested Borrowing Date for ABR Loans). Upon receipt of a Notice of Borrowing requesting Revolving Loans, such written notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) applicable Lender thereof. Each Bank Lender having a Term Loan Commitment will make the amount of its Pro Rata Share pro rata share of such Borrowing available to Agent the applicable Commitments available, in each case for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (the office of the Administrative Agent specified in subsection 10.2 prior to 1:00 P.M., New York City time) time on the Borrowing Closing Date requested by the Co-Borrowers in funds immediately available to the Administrative Agent. The proceeds Upon receipt of all requested funds, the Administrative Agent shall on such Loans will then be made available date wire to the Co-Borrowers account of the Borrower on the books of the Administrative Agent (or otherwise as directed by the Agent by crediting the Bank Blocked Account designated by MMP Borrower) with the aggregate of the amounts made available to the Administrative Agent by the Banks Lenders and in like funds as received by the Administrative Agent; provided that the Borrower will direct such wire of funds so that upon completion of such wire to the Borrower or another Loan Party, the Borrower will be in compliance with subsection 7.11. (b) [Reserved]. (i) The Borrower may borrow under the Delayed Draw Term Loan Commitments during the Delayed Draw Term Loan Availability Period on any Business Day; provided that the Borrower shall give the Administrative Agent notice in substantially the form attached hereto as Exhibit K (or such other form reasonably acceptable to the Administrative Agent) which notice must be received by the Administrative Agent prior to 12:00 P.M., New York City time (A) in the case of a requested borrowing of SOFR Loans, at least three U.S. Government Securities Business Days prior to the requested Borrowing Date or (B) in the case of a requested borrowing of ABR Loans, on the requested Borrowing Date, specifying (i) the aggregate amount of the Delayed Draw Term Loan Commitments, (ii) the requested Borrowing Date, (iii) whether the borrowing is to be of SOFR Loans, ABR Loans or a combination thereof, (iv) if the borrowing is to be entirely or partly of SOFR Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Periods therefor and (v) the wire instructions for delivery of such funds; provided, further, that if any Delayed Draw Term Loans are incurred as an increase to the principal amount of the Initial Term Loans as provided in subsection 2.1(d), then the amount to be borrowed shall be allocated to the Types of Initial Term Loans (with corresponding interest periods) in the same proportion as the Types of Initial Term Loans outstanding immediately prior to such borrowing. (ii) Each borrowing under the Delayed Draw Term Loans shall be in an amount equal to $5.0 million or a whole multiple of $250,000 in excess thereof (or, if the then available Delayed Draw Term Loan Commitments are less than $5.0 million, such lesser amount). Upon receipt of any such notice from the Borrower, the Administrative Agent shall promptly notify each applicable Lender thereof. Subject to the satisfaction of the conditions precedent specified in subsection 5.2, each Lender having an Delayed Draw Term Loan Commitment will make the amount of its pro rata share of the Delayed Draw Term Loans to be borrowed (subject to its Delayed Draw Term Loan Commitment) available, in each case for the account of the Borrower at the office of the Administrative Agent specified in subsection 10.2 prior to 1:00 P.M., New York City time on the Borrowing Date in funds immediately available to the Administrative Agent. Upon receipt of all requested funds, the Administrative Agent shall on such date wire to the account of the Borrower on the books of the Administrative Agent (or otherwise as directed by the Borrower) with the aggregate of the amounts made available to the Administrative Agent by the Lenders and in like funds as received by the Administrative Agent.

Appears in 1 contract

Samples: Credit Agreement (Abacus Life, Inc.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower shall be made upon the Co-Borrowers’ irrevocable written notice delivered to give the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent EXHIBIT B-1 hereto, prior to 1:00 p.m. 11:00 a.m. (New York City California time), on the date at least one (1) Business Day before a Borrowing of a Base Rate Loan or at least three (3) Business Days prior before a Borrowing of a Eurodollar Rate Loan specifying. (i) the date of such Borrowing, which shall be a Business Day, (ii) the principal amount of such Borrowing, (iii) whether the Revolving Loan comprising such Borrowing is to be a Base Rate Loan or a Eurodollar Rate Loan, and (iv) if a Eurodollar Rate Loan, the requested Interest Period with respect to such Borrowing. The Agent will promptly notify each Bank of its receipt of any Notice of Borrowing Date), specifying and the amount of the Borrowing. Each such Borrowing thereunder. (b) No Notice of Borrowing shall be revocable by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving LoansBorrower. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 Not later than 2:00 p.m. (New York City Massachusetts time) on the Borrowing Date requested by the Co-Borrowers date of each Borrowing, each Bank shall (except as provided in subsection (e) of this Section) make available its pro rata share of such Borrowing, in Dollars and in federal or other funds immediately available in Boston, Massachusetts, to Agent. The the Agent at its address set forth on the signature pages hereof or at such other address as the Agent may hereafter designate by notice to the Borrower and the Banks and, unless the Agent determines that any applicable condition specified in Article 3 has not been satisfied (in which case the Agent will give prompt notice to the Borrower and the Banks thereof), the Agent will promptly make the funds so received from the Banks available to the Borrower at the Bank's aforesaid address. (d) There shall be no more than four (4) Interest Periods relating to Eurodollar Rate Loans outstanding at any time. (e) If any Bank makes a new Revolving Loan hereunder on a day on which the Borrower is to repay an outstanding Revolving Loan from such Bank, such Bank shall apply the proceeds of all the new Revolving Loan to make such Loans will then repayment and only an amount equal to the excess (if any) of the amount being borrowed over the amount being repaid shall be made available to the Co-Borrowers by the Agent by crediting the such Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by as provided in subsection (c) of this Section, or remitted to the Banks and Agent as provided in like funds Section 2.10, as received by the Agentcase may be.

Appears in 1 contract

Samples: Credit Agreement (Core Inc)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on one (1) Business Day prior to the requested Borrowing Date Date, specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Rate Loan must be in have a principal amount Eurodollar Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof5,000,000.00. (b) Following Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank’s Pro Rata Share of that Borrowing (or if a Defaulting Bank exists, and without limitation to the obligations of such Defaulting Bank under this Section 2.03(b), with respect to any Non-Defaulting Bank, its Pro Rata Adjusted Share, if applicable). If such Notice of Borrowing relates to a request for a Eurodollar Rate Loan, the Agent will provide such notification to each Bank at least three (3) Business Days prior to the requested Revolving LoansBorrowing Date. (c) Each Bank will make the amount of its Pro Rata Share (or if a Defaulting Bank exists, and without limitation to the obligations of such Defaulting Bank under this Section 2.03(c), with respect to any Non-Defaulting Bank, its Pro Rata Adjusted Share, if applicable) of such Borrowing available to Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to Agent. The proceeds of all such Loans Loan will then be made available to the Co-Borrowers Borrower by the Agent at such office by crediting the Borrower’s Bank Blocked Account designated by MMP referred to in clause (a) of the definition thereof with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Credit Agreement (Black Hills Corp /Sd/)

Procedure for Borrowing. (a1) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ Administrative Borrower's irrevocable written notice delivered delivered, on behalf of the Borrowers, to the Agent a notice of borrowing in the form of a attached hereto as EXHIBIT D ("Notice of Borrowing"), which notice must be received by the Agent prior to 1:00 p.m. (New York City timei) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing 12:00 noon (which notice must be received by Agent prior to 1:00 p.m. (New York City Atlanta, Georgia time) three (3) Business Days prior to the requested Borrowing Funding Date), specifying in the case of LIBOR Rate Loans and (ii) 11:00 a.m. (Atlanta, Georgia time) on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing. Each such Notice , which in the case of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar a LIBOR Rate Loan must be in a principal amount of at least equal or exceed $1,000,000.00 5,000,000 (and any multiple increments of $500,000.00 1,000,000 in excess thereofof such amount); (B) the requested Funding Date, which must be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Loans or LIBOR Rate Loans (and if not specified, it shall be deemed a request for a Base Rate Loan); and (D) the duration of the Interest Period for LIBOR Rate Loans (and if not specified, it shall be deemed a request for an Interest Period of one month); PROVIDED, HOWEVER, that with respect to the Borrowing to be made on the Closing Date, such Borrowings will consist of Base Rate Loans only. (b2) Following receipt In lieu of delivering a Notice of Borrowing requesting Borrowing, the Administrative Borrower, on behalf of the Borrowers, may give the Agent telephonic notice of such request for advances to the Designated Account on or before the deadline set forth above. The Agent at all times shall be entitled to rely on such telephonic notice in making such Revolving Loans, the Agent shall promptly notify each Revolving Bank regardless of the amount of its Revolving Percentage of such requested Revolving Loanswhether any written confirmation is received. (c3) Each Bank will make the amount The Borrowers shall have no right to request a LIBOR Rate Loan while a Default or Event of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks Default has occurred and in like funds as received by the Agentis continuing.

Appears in 1 contract

Samples: Credit Agreement (Andrx Corp /De/)

Procedure for Borrowing. (ai) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ a Borrower's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent Lender in the form of a Notice of Borrowing (which notice must be received by Agent the Lender prior to 1:00 p.m. 11:00 a.m. (New York City time) three (31) four Business Days prior to the requested Borrowing Funding Date), specifying in the case of LIBOR Rate Loans, and (2) on the requested Funding Date, in the case of Reference Rate Loans, specifying: (A) the amount of the Borrowing; (B) the requested Funding Date, which shall be a Business Day; (C) whether the Revolving Loans requested are to be Reference Rate Revolving Loans or LIBOR Revolving Loans; and (D) the duration of the Interest Period if the requested Revolving Loans are to be LIBOR Revolving Loans. Each such If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Rate Loans, such Interest Period shall be by electronic transfer or facsimilethree months; provided, confirmed immediately in an original writing and shall specify (i) however, that, with respect to the Type Borrowings to be made on the Closing Date, such Borrowings will consist of Loan requested and Reference Rate Revolving Loans only. (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must After giving effect to any Borrowing, there may not be more than five different Interest Periods in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofeffect. (biii) Following receipt With respect to any request for Reference Rate Revolving Loans, in lieu of a delivering the above-described Notice of Borrowing requesting Revolving Loansa Borrower may give the Lender telephonic notice of such request by the required time, the Agent shall promptly notify each Revolving Bank with such telephonic notice to be confirmed in writing within 24 hours of the amount of its Revolving Percentage giving of such requested notice, but the Lender shall be entitled to rely on the telephonic notice in making such Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Loan and Security Agreement (Trend Lines Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans Borrower may borrow under the Commitments on any Business Day; provided that, with respect to any borrowing, Borrower shall be made upon give the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing Exhibit P (which notice must be received by the Administra- tive Agent prior to (i) 1:00 p.m. (p.m., New York City time) , three (3) Business Days prior to the requested Borrowing DateDate if all or any part of the Loans are to be Eurodollar Loans and (ii) 1:00 p.m. (or, with respect to Swing Line Loans, 3:00 p.m.), specifying New York City time, one Business Day prior to the re- quested Borrowing Date (or, in the case of Swing Line Loans and, if the Closing Date occurs on the date this Agreement is executed and delivered, Loans made on the Closing Date, 3:00 p.m. on the requested Borrowing Date) if the borrowing is to be solely of Alternate Base Rate Loans and specify- ing (a) the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimileborrowing, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of whether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a Notice of Borrowing requesting Revolving combination thereof, (c) if the borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (d) whether the Loan is a Tranche B Term Loan, a Swing Line Loan or Revolving Credit Loan. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (affected Lender thereof. Not later than 12:00 noon, New York City time) , on the Borrowing Date requested by specified in such notice, each affected Lender shall make available to the Co-Borrowers Administrative Agent at the office of the Administrative Agent specified in funds subsection 11.2 (or at such other lo- cation as the Administrative Agent may direct) an amount in immediately available funds equal to Agent. The the amount of the Loan to be made by such Lender (except that proceeds of all such Swing Line Loans will then be made available to the Co-Borrowers Bor- rower in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts hereunder shall promptly be made available to the Agent Borrower by the Banks Administrative Agent's crediting the account of Borrower, at the of- fice of the Administrative Agent specified in subsection 11.2, with the ag- gregate amount actually received by the Administrative Agent from the Lend- ers and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $100,000 in excess thereof, and (ii) no more than six In- terest Periods shall be in effect at any one time.

Appears in 1 contract

Samples: Credit Agreement (Hollywood Entertainment Corp)

Procedure for Borrowing. (a1) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ applicable Borrower's irrevocable written notice delivered to the Agent in the form of a notice of borrowing ("Notice of Borrowing"), in the form of Exhibit A hereto, together with a Borrowing Base Certificate reflecting ---------- sufficient Availability, (which notice must be received by the Agent prior to 1:00 p.m. 11:00 a.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City timei) three (3) Business Days prior to the requested Borrowing Funding Date), specifying in the case of LIBOR Rate Loans and (ii) no later than 11:00 a.m. on the requested Funding Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing and the Borrower requesting the Borrowing; (B) the requested Funding Date, which shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans (and if not specified, it shall be deemed a request for a Base Rate Revolving Loan); and (D) the duration of the Interest Period if the requested Revolving Loans are to be LIBOR Revolving Loans. Each such If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Rate Loans, such Interest Period shall be by electronic transfer or facsimileone month; provided, confirmed immediately in an original writing and shall specify (i) however, that with respect to the Type Borrowing to be made on the Closing -------- ------- Date, such Borrowings will consist of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Base Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofRevolving Loans only. (b2) Following receipt With respect to any request for Base Rate Revolving Loans, in lieu of a delivering the above-described Notice of Borrowing requesting the Borrower may give the Agent telephonic notice of such request by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the giving of such notice but the Agent at all times shall be entitled to rely on the telephonic notice in making such Revolving Loans, the Agent shall promptly notify each Revolving Bank regardless of the amount of its Revolving Percentage of whether any such requested Revolving Loansconfirmation is received by Agent. (c3) Each Bank will make the amount The Borrowers shall have no right to request a LIBOR Rate Loan while a Default or Event of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks Default has occurred and in like funds as received by the Agentis continuing.

Appears in 1 contract

Samples: Loan and Security Agreement (Envirosource Inc)

Procedure for Borrowing. (a) Each Borrowing The Borrower shall give the Administrative Agent notice of the date on which it would like the Lenders to make Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered pursuant to the Agent in the form of a Notice of BorrowingSection 2.1(a) not later than 10:00 a.m., which notice must be received by Agent prior to 1:00 p.m. (New York City time) , on the proposed Borrowing Date specifying the amount of the Borrowingidentified in that notice. Each Borrowing of Loans that includes any Eurodollar Rate Loans Any such notice shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent and shall be substantially in the form of set forth in Exhibit B (a "Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City timeBorrowing") three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested amount to be borrowed and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must Borrowing Date and shall be in executed by a principal amount Responsible Officer of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofthe Borrower. (b) Following However, if the Borrower and the Lenders have agreed that any Loans hereunder may be made on any floating-rate interest rate basis, the Notice of Borrowing shall also contain all such additional information as may be required to implement and set forth the parties' agreement on the subject (including all relevant modifications to the terms of this Agreement as may be required to address interest periods, relevant business day and other conventions and related modifications to the Notes) and shall be given not later than the time specified in that agreement. Any such Notice of Borrowing relating to proposed floating-rate Loans shall be effective as such only when executed by the Borrower and countersigned by the Lenders and the Administrative Agent and shall automatically become a part of and amendment to this Agreement. Upon receipt of a Notice of Borrowing requesting Revolving Loansfrom the Borrower, the Administrative Agent shall promptly notify each Revolving Bank Lender thereof and of that Lender's pro rata share of the borrowing contemplated in that Notice of Borrowing (the Lender's Commitment Percentage of the amount of its Revolving Percentage of such requested Revolving Loans. (c) the proposed borrowing). Each Bank Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing each borrowing available to the Administrative Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (the office of the Administrative Agent specified in Section 9.2 prior to 11:00 a.m., New York City time) , on the relevant Borrowing Date requested by the Co-Borrowers in funds immediately available to the Administrative Agent. The proceeds of all such Loans will then be made Administrative Agent shall, on that Borrowing Date, make available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with Borrower the aggregate of the amounts made available to the Administrative Agent by the Banks and Lenders, by wire transfer in like funds as received by the Administrative Agent, to the Borrower's account identified on the signature pages of this Agreement or such other account as the Borrower may have identified by notice given to the Administrative Agent not later than the Business Day preceding the Borrowing Date.

Appears in 1 contract

Samples: Credit Agreement (Ascent Assurance Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ Borrower Representative’s irrevocable (subject to Section 10.5) written notice delivered to the Agent substantially in the form of a Notice of BorrowingBorrowing or in a writing in any other form acceptable to Agent, which notice must be received by Agent prior to 1:00 2:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing date which is two (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (32) Business Days prior to the requested Borrowing Date), specifying date of such Borrowing. Such Notice of Borrowing shall specify: (i) the amount of the Borrowing. Each such Notice of Borrowing (which shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type aggregate minimum principal amount of Loan requested and $250,000); and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must Borrowing date, which shall be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofBusiness Day. (b) Following No Borrowing shall cause the outstanding principal balance of the Loans to exceed the Maximum Permitted Loan Balance applicable on the date such Borrowing will be funded. (c) Upon receipt of a Notice of Borrowing requesting Revolving LoansBorrowing, the Agent shall will promptly notify each Revolving Bank Lender of such Notice of Borrowing and of the amount of its Revolving such Xxxxxx’s Commitment Percentage of such requested Revolving Loansthe Borrowing. (cd) Each Bank will make Unless Agent is otherwise directed in writing by Borrower Representative, the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans each requested Borrowing after the Closing Date will then be made available to the Co-Borrowers by the Agent by crediting wire transfer of such amount to Borrower Representative pursuant to wire transfer instructions provided by Borrower Representative to Agent. In making any such advance, Agent shall be entitled to rely on any wire transfer instructions delivered to Agent by Borrower Representative that Agent in good faith believes to be genuine and Agent shall have no duty to inquire as to the Bank Blocked Account designated by MMP with the aggregate authorization of the amounts made available to Person delivering the Agent by the Banks and in like funds as received by the Agentwire transfer instructions on behalf of Borrower Representative.

Appears in 1 contract

Samples: Debt Agreement

Procedure for Borrowing. (a) Each Borrowing Except with respect to Swing Line Loans, for which borrowing procedures are set forth in subsection 2.10, the Company may borrow under the Commitments on any Working Day, if the borrowing is of Loans consisting only Eurodollar Loans, or on any Business Day, if the borrowing is of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered ABR Loans, provided that, with respect to the Agent in the form of a Notice of Borrowingborrowings, which notice must be received by Agent prior if any, to 1:00 p.m. (New York City time) take place on the Borrowing Date specifying Closing Date, the amount of Company shall give the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (10:00 A.M., New York City time, on the Closing Date), and with respect to any subsequent borrowings, the Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (i) three (3) Business Working Days prior to the requested Borrowing Date), Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date if the borrowing is to be solely of ABR Loans) specifying (A) the amount of the Borrowing. Each borrowing, (B) whether such Notice of Borrowing shall Loans are initially to be by electronic transfer Eurodollar Loans or facsimileABR Loans, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested or a combination thereof, and (iiC) if the Co-Borrower(s) for whom such Loan borrowing is requested. Each requested to be entirely or partly Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the length of the Interest Period for such Eurodollar Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each which notice shall in any event be delivered to each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (4:00 P.M., New York City time) , on such date). Not later than 12:00 Noon, New York City time, on the Borrowing Date requested specified in such notice, each Bank shall make available to the Administrative Agent at the office of the Administrative Agent specified in subsection 10.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Bank. Loan proceeds received by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then Administrative Agent hereunder shall promptly be made available to the Co-Borrowers Company by the Agent by Administrative Agent's crediting the Bank Blocked Account designated by MMP account of the Company, at the office of the Administrative Agent specified in subsection 10.2, with the aggregate of amount actually received by the amounts made available to the Administrative Agent by from the Banks and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $5,000,000, or a whole multiple of $1,000,000 in excess thereof, and (ii) no more than ten Interest Periods shall be in effect at any one time. (c) Eurodollar Loans shall be made by each Bank at its Eurocurrency Lending Office and ABR Loans shall be made by each Bank at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (Nextlevel Systems Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall Subject to the conditions set forth in this Agreement, Company may make a borrowing hereunder on any one Business Day during the period from the date hereof to and including January 31, 1999. Only one borrowing may be made upon the Co-Borrowers’ under this Agreement. Company shall give Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (2:00 p.m., New York City time) three (3) time two Business Days prior to the requested Borrowing Date), specifying (a) the amount to be borrowed and (b) the requested Borrowing Date. Upon receipt of any such notice from Company, Agent shall promptly (and in any event on the same Business Day) notify each Lender thereof. The notice of a request for borrowing by Company shall be accompanied by a certificate of a Responsible Officer of Company (a) representing and warranting that the purpose for which the requested borrowing is to be used is permitted by, and is in accordance with, the terms and conditions of this Agreement, and (b) representing and warranting that the aggregate principal amount of the BorrowingLoans outstanding as of the requested Borrowing Date, shall not exceed the Maximum Permissible Loan. Each such Notice of Borrowing Lender shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing the borrowing available to Agent for the account of Company at the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (office of Agent specified on the signature pages hereof prior to 10:00 a.m., New York City time) , on the requested Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Company by the Agent by crediting paying to such deposit account as Company may designate in the Bank Blocked Account designated by MMP with notice of such Borrowing the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by Agent; PROVIDED, HOWEVER, that if Agent or any Lender determines that any condition precedent to such borrowing has not been met (and, in the case of a Lender, such Lender has so notified Agent), Agent shall not make such borrowing available to Company.

Appears in 1 contract

Samples: Term Loan Agreement (Atlantic Gulf Communities Corp)

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Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower may borrow under the ----------------------- Commitments during the Commitment Period on any Business Day, provided that, -------- with respect to any borrowing, the Borrower shall be made upon the Co-Borrowers’ irrevocable written notice delivered to give the Agent in the form of a Notice of Borrowing, which irrevocable notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Agent prior to 1:00 p.m. (10:00 a.m. New York City time, (i) three (3) Business Days prior to the requested Borrowing Date), Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (A) the amount of the Borrowing. Each borrowing, (B) whether such Notice Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a combination thereof, (C) if the borrowing is to be entirely or partly Eurodollar Loans, the length of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing the Interest Period for such Eurodollar Loans and shall specify (iD) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedBorrowing Date. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following Upon receipt of a Notice of Borrowing requesting Revolving Loans, such notice the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (Lender. Not later than 12:00 noon, New York City time) , on the Borrowing Date requested specified in such notice, each Lender shall make available to the Agent at the office of the Agent specified in Section 9.2 (or at such other location as the Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Lender. Loan proceeds received by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then Agent hereunder shall promptly be made available to the Co-Borrowers Borrower by the Agent's crediting the account of the Construction Agent, at the office of the Agent specified in Section 9.2, with the aggregate amount actually received by the Agent by crediting from the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by the Agent. The Borrower may submit no more than three Requisitions in any one calendar month, one of which may be for construction related costs and up to two of which may be for Property Acquisition Costs. (a) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $2,000,000 or a whole multiple of $100,000 in excess thereof and (ii) no more than sixteen Interest Periods shall be in effect at any one time. (b) Notwithstanding anything in the foregoing Section 2.3(a) to the contrary, on each date during the Construction Period with respect to any Construction Period Property which is one Business Day prior to any Interest Payment Date, unless otherwise requested by the Borrower at least three Business Days prior to such Interest Payment Date by written notice to the Agent, the Borrower shall be deemed to have requested a borrowing pursuant to Section 2.3(a) of Alternate Base Rate Loans in an amount equal to the aggregate amount of Allocated Interest on the Loans due and payable on such Interest Payment Date with respect to the Construction Period Properties. The Borrowing Date with respect to any such borrowing shall be the relevant Interest Payment Date (provided, that the making of the Loans pursuant to such borrowing shall be --------- subject to satisfaction of the applicable conditions precedent set forth in Section 4.2) and the proceeds of such borrowing shall be applied to pay such interest. On each such Borrowing Date, the Tranche A/B Property Cost and the Tranche A/B Construction Property Cost of each Construction Period Property shall be increased by an amount equal to the Allocated Interest paid on such date with respect to such Property. (c) A portion of the principal amount of each Revolving Credit Synthetic Loan made by each Lender, and upon conversion pursuant to Section 2.3, each Term Synthetic Loan of each Lender, equal to the Tranche A Percentage of the principal amount of such Loan shall be deemed to be a "Tranche A Loan" for -------------- the purposes of the Operative Agreements and the remaining portion of the principal amount of such Loan shall be deemed to be a "Tranche B Loan" for the purposes of the Operative Agreements, provided that -------------- -------- payments in respect of the Loans shall be allocated to reduce the aggregate outstanding principal amount of Tranche A Loans and Tranche B Loans of each Lender in the manner specified in Section 2.10(a).

Appears in 1 contract

Samples: Credit Agreement (Sailors Inc)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to the Agent and the Banks in the form of a Notice of BorrowingBorrowing (Revolving Loan), which notice must be received by the Agent and the Banks prior to 1:00 12:00 p.m. (New York City Dallas time) on the Borrowing Date specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Offshore Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to the Agent and the Banks in the form of a Notice of Borrowing (which notice must be received by the Agent and the Banks prior to 1:00 12:00 p.m. (New York City time) Dallas time three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Offshore Rate Loan must be in a principal amount have an Offshore Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof15,000,000. (b) Following The Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each The Banks will advise Agent by 2:30 p.m. (Dallas time) on the requested Borrowing Date with respect to Base Rate Loans and three (3) Business Days prior to the requested Borrowing Date with respect to Offshore Rate Loans whether the Banks approve the Borrowing. If all the Banks approve such Borrowing, then each Bank will make the amount of its Pro Rata Share of such Borrowing available to the Agent for the account of the Co-Borrowers Borrower at the Agent’s 's Payment Office by 3:00 3:30 p.m. (New York City Dallas time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Borrower by the Agent at such office by crediting the Bank Blocked Account designated by MMP account of the Borrower on the books of Agent with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent. If any Bank gives Agent notice of its disapproval of such Borrowing by 2:30 p.m. (Dallas time) on the requested Borrowing Date, if a Base Rate Loan, or three (3) Business Days prior to the requested Borrowing Date if an Offshore Rate Loan, then Agent shall notify the Borrower no later than 3:30 p.m. (Dallas time) that one or more of the Banks have elected not to fund such Borrowing and whether a Bank (or Banks) has (have) elected to become the Approving Banks thereby triggering the Conversion to Single Funding Bank Date. (d) An Overdraft Advance may be made by Bank of America in its sole discretion or, at Bank of America's discretion, upon written request from the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Atmos Energy Corp)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to Agent and the Agent Banks in the form of a Notice of BorrowingBorrowing (Revolving Loan), which notice must be received by Agent and the Banks prior to 1:00 12:00 p.m. noon (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Offshore Rate Loans Loans, if approved by the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to Agent and the Agent Banks in the form of a Notice of Borrowing (which notice must be received by Agent and the Banks prior to 1:00 12:00 p.m. noon (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Offshore Rate Loan must be in a principal amount have an Offshore Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof15,000,000. (b) Following Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each The Banks will advise Agent by 2:00 p.m. (New York City time) on the requested Borrowing Date with respect to Base Rate Loans and three (3) Business Days prior to the requested Borrowing Date with respect to Offshore Rate Loans whether the Banks approve the Borrowing. If all the Banks approve such Borrowing, then each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers Borrower at Agent’s 's Payment Office by 3:00 4:30 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Borrower by the Agent at such office by crediting the Bank Blocked Account designated by MMP account of the Borrower on the books of Agent with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by Agent. If any Bank gives Agent notice of its disapproval of such Borrowing by 2:00 p.m. (New York City time) on the Agentrequested Borrowing Date, if a Base Rate Loan, or three (3) Business Days prior to the requested Borrowing Date if an Offshore Rate Loan, then Agent shall notify the Borrower no later than 4:30 p.m. (New York City time) that one or more of the Banks have elected not to fund such Borrowing and whether a Bank (or Banks) has (have) elected to become the Approving Banks thereby triggering the Conversion to Single Funding Bank Date. (d) An Overdraft Advance may be made by Fortis in its sole discretion or, at Fortis' discretion, upon written request from the Borrower.

Appears in 1 contract

Samples: Credit Agreement (Atmos Energy Corp)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered Subject to the conditions set forth in this Agreement, Company may make a borrowing hereunder on any Business Day during the period from the date hereof to but not including the Maturity Date. Company shall give Agent in the form of a Notice of Borrowing, which irrevocable notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (2:00 p.m., New York City time) three (3) time two Business Days prior to the requested Borrowing Date), specifying (a) the amount to be borrowed and (b) the requested Borrowing Date. Upon receipt of any such notice from Company, Agent shall promptly (and in any event on the same Business Day) notify each Bank thereof. The notice of a request for borrowing by Company shall be accompanied by a certificate of a Responsible Officer of Company (a) representing and warranting that the purpose for which the requested borrowing is to be used is permitted by, and is in accordance with, the terms and conditions of this Agreement, and (b) representing and warranting that, after giving effect to the requested borrowing of Loans, the sum of the Borrowing. Each aggregate principal amount of all Loans outstanding at such Notice time does not exceed the lesser of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Maximum Permissible Loan requested Amount and (ii) the Co-Borrower(s) for whom Borrowing Base at such Loan is requestedtime. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the Agent Bank shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing each requested borrowing available to Agent for the account of Company at the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (office of Agent specified on the signature pages hereof prior to 10:00 a.m., New York City time) , on the requested Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Company by the Agent by crediting paying to such deposit account as Company may designate in the Bank Blocked Account designated by MMP with notice of such Borrowing the aggregate of the amounts made available to the Agent by the Banks and Banksand in like funds as received by Agent; PROVIDED, HOWEVER, that if Agent or any Bank determines that any condition precedent to such borrowing has not been met (and, in the case of a Bank, such Bank has so notified Agent), Agent shall not make such borrowing available to Company.

Appears in 1 contract

Samples: Revolving Loan Agreement (Atlantic Gulf Communities Corp)

Procedure for Borrowing. (a1) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (together with a Borrowing Base Certificate reflecting sufficient Availability, which notice must be received by the Agent (x) prior to 1:00 p.m. 11:00 a.m. (New York City time) three (3) Business Days prior to the requested Borrowing Funding Date), specifying in the case of LIBOR Revolving Loans and (y) no later than 12:00 noon (New York time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (1) the amount of the Borrowing; (2) the requested Funding Date, which shall be a Business Day; (3) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans; and (4) the duration of the Interest Period if the requested Revolving Loans are to be LIBOR Revolving Loans. Each such If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Revolving Loans, such Interest Period shall be by electronic transfer or facsimilethree months; provided, confirmed immediately in an original writing and shall specify (i) however, that with respect to the Type Borrowing to be made on the Closing Date, such Borrowings will consist of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Base Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofRevolving Loans only. (b2) Following receipt After giving effect to any Borrowing, there may not be more than six different Interest Periods in effect. (3) With respect to any request for Base Rate Revolving Loans, in lieu of a delivering the above-described Notice of Borrowing requesting Revolving Loans, the Borrower may give the Agent shall promptly notify each Revolving Bank telephonic notice of such request by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the amount of its Revolving Percentage giving of such requested notice but Agent shall be entitled to rely on the telephonic notice in making such Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Loan and Security Agreement (Sweetheart Holdings Inc \De\)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans (other than Daily Eurodollar Rate Loans) shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each Borrowing of Loans consisting only of Daily Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 12:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing Each such Notice of Borrowing shall be submitted by HoldCo by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested, (ii) the aggregate amount of the requested Loan, (iii) the date of such Borrowing, which shall be a Business Day, (iv) whether such Borrowing is to be a Base Rate Loan or a Eurodollar Rate Loan, (v) in the case of a Eurodollar Rate Loan (including 4812-0911-1547, v. 7 Daily Eurodollar Rate Loans), the initial Interest Period to be applicable thereto (including specifying the duration of such Interest Period and the last day of such Interest Period), which shall be a period contemplated by the definition of “Interest Period”, (vi) the location and number of a Co-Borrower’s or Co-Borrowers’ account, (vii) whether such Loan is a Working Capital Loan or an Acquisition Loan and (iiviii) the Co-Borrower(s) for whom such Loan is requested. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Loan. If no Interest Period is specified with respect to any requested Eurodollar Rate Loan (other than Daily Eurodollar Rate Loans), then the Co-Borrowers shall be deemed to have selected an Interest Period of one month’s duration. If no Interest Period is specified with respect to any requested Daily Eurodollar Rate Loan, then the Co-Borrowers shall be deemed to have selected an Interest Period of one month’s duration. Each requested Eurodollar Rate Loan must must, (x) in the case of Working Capital Loans, be in a principal amount of at least $1,000,000.00 2,000,000 and any multiple of $500,000.00 1,000,000 in excess thereof and (y) in the case of Acquisition Loans, be in a principal amount of at least $1,000,000 and any multiple of $100,000 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving LoansBorrowing, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Credit Percentage of such the requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP HoldCo with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Amendment No. 5 (Via Renewables, Inc.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon by a written request by an Authorized Person of the Co-Borrowers’ irrevocable written notice Applicable Borrowers delivered to the Agent in the form of a Notice of Borrowing, which Agent. Such notice must be received by Agent prior to 1:00 p.m. (1) in the case of Borrowings of Base Rate Loans by a US Borrower, no later than 12:00 noon (New York City time) on the Borrowing Date specifying Business Day that is the amount requested Funding Date, (2) in the case of the Borrowing. Each Borrowing Borrowings of Loans that includes any Eurodollar Base Rate Loans shall be made upon by the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. Foreign Borrower, no later than 12:00 noon (New York City time) three at least 1 Business Day prior to the requested Funding Date, (3) in the case of Borrowings of LIBOR Loans denominated in Dollars, no later than 12:00 noon (New York time) at least 3 Business Days prior to the requested Borrowing Funding Date or (4) in the case of Borrowings of LIBOR Loans denominated in Euros, no later than 12:00 noon (New York time) at least 3 Business Days prior to the requested Funding Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type amount of Loan requested and such Borrowing, (ii) the Co-Borrower(srequested Funding Date, which shall be a Business Day, (iii) for whom the Applicable Borrowers, (iv) if such Loan Borrowing is requested. Each requested Eurodollar to be denominated in Dollars, whether such Borrowing shall be a LIBOR Rate Loan must be in or a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. Base Rate Loan, (bv) Following receipt of if such Borrowing is a Notice of Borrowing requesting Revolving LoansLIBOR Rate Loan, the Agent shall promptly notify each Revolving Bank duration of the amount Interest Period applicable thereto, and (vi) whether such Borrowing is to be made in Dollars or Euros. At Agent’s election, in lieu of its Revolving Percentage delivering the above-described written request, any Authorized Person may give Agent telephonic notice of such requested Revolving Loans. (c) Each Bank request by the required time. In such circumstances, each Borrower agrees that any such telephonic notice will make be confirmed in writing within 24 hours of the amount of its Pro Rata Share giving of such Borrowing available telephonic notice, but the failure to Agent for provide such written confirmation shall not affect the account validity of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agentrequest. The proceeds Borrowing of all such Loans will then any LIBOR Rate Loan shall be made available subject to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate provisions of the amounts made available to the Agent by the Banks and in like funds as received by the AgentSection 2.12.

Appears in 1 contract

Samples: Credit Agreement (Exide Technologies)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans or COF Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be submitted by HoldCo by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must must, (x) in the case of Working Capital Loans, be in a principal amount of at least $2,000,000.00 and any multiple of $1,000,000.00 in excess thereof and (y) in the case of Revolving Loans, be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 100,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Working Capital Loans, the Agent shall promptly notify each Bank of the amount of its Working Capital Percentage of such requested Working Capital Loans. Following receipt of a Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP HoldCo with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Amendment No. 4 (Spark Energy, Inc.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ Company's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which or (except for the initial borrowing) the Company's telephonic notice to the Agent, to be immediately confirmed in writing. Any such notice must be received by the Agent prior to 1:00 p.m. 10:00 a.m. Chicago time (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City timei) three (3) Business Days prior to the requested Borrowing Date), specifying in the case of Offshore Rate Loans, and (ii) on the requested Borrowing Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which shall be (i) in an aggregate minimum amount of $10,000,000 or any multiple of $1,000,000 in excess thereof, in the case of Offshore Rate Loans, and (ii) in an aggregate minimum amount of $5,000,000 or any multiple of $1,000,000 in excess thereof, in the case of Base Rate Loans; (B) the requested Borrowing Date, which shall be a Business Day; (C) the Type of Loans comprising the Borrowing; and (D) with respect to Offshore Rate Loans, the duration of the Interest Period applicable to such Loans included in such notice. Each If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Offshore Rate Loans, such Interest Period shall be three months; provided, however, that with respect to the Borrowing to be made on the Closing Date, the Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing delivered to the Agent not later than 10:00 a.m. (Chicago time) on the Closing Date and shall specify (i) the Type such Borrowing will consist of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Base Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofLoans only. (b) Following The Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers Company at the Agent’s 's Payment Office by 3:00 p.m. 12:00 Noon (New York City Chicago time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent at such office by crediting the Bank Blocked Account designated by MMP account of the Company on the books of BofA with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by immediately available funds. (d) After giving effect to any Borrowing, there may not be more than five different Interest Periods in effect, provided, however, that until the Agent.first anniversary of the initial Borrowing, there may be up to 12 Interest Periods in effect

Appears in 1 contract

Samples: Credit Agreement (Mgic Investment Corp)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans Loans, if approved by all the Lenders in their sole discretion, shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Administrative Agent in the form of a Notice of BorrowingBorrowing (Revolving Loan), which notice must be received by Administrative Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each such Notice of Borrowing (Revolving Loan) shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Rate Loans Loans, if approved by all the Lenders in their sole discretion, shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Administrative Agent in the form of a Notice of Borrowing (Revolving Loan) (which notice must be received by Administrative Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the BorrowingBorrowing and the duration of the requested Interest Period (and any other information required thereby). Each such Notice of Borrowing (Revolving Loan) shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Rate Loan must be in have a principal amount Eurodollar Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof10,000,000.00. (b) Following Administrative Agent will promptly notify each Lender of its receipt of a any Notice of Borrowing requesting (Revolving Loans, the Agent shall promptly notify each Revolving Bank Loan) and of the amount of its Revolving Percentage such Lender’s Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank Unless a Lender has provided Administrative Agent with, and Administrative Agent has actually received, a written notice in the form attached hereto as Exhibit G at least the greater of 24 hours or one Business Day prior to Administrative Agent’s receipt of any Notice of Borrowing (Revolving Loan) that such Lender does not approve further Borrowings and/or Issuances of Letters of Credit, if Administrative Agent advances a Loan pursuant to a Notice of Borrowing (Revolving Loan), each Lender will make the amount of its Pro Rata Share of such Borrowing available to Administrative Agent for the account of the Co-Borrowers Borrower at Administrative Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to Administrative Agent. The proceeds of all such Loans Loan will then be made available to the Co-Borrowers Borrower by the Administrative Agent at such office by crediting the operating account of the Borrower maintained with Bank Blocked Account designated by MMP of America with the aggregate of the amounts made available to the Agent by the Banks Administrative Agent. If any Lender in a timely manner provides Administrative Agent with such a written notice of its disapproval of further Borrowings and/or Issuances of Letters of Credit, then Administrative Agent shall notify the Borrower that one or more of the Lenders have elected not to fund further Borrowings and/or participate in further Issuances of Letters of Credit and in like funds as received by whether a Lender (or Lenders) has (have) elected to become the AgentApproving Lender(s) thereby triggering the Conversion to Reduced Funding Lenders Date.

Appears in 1 contract

Samples: Credit Agreement (International Assets Holding Corp)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered Subject to the terms and conditions hereof, Borrower may borrow under the Commitments on any Business Day; provided that, with respect to any borrowing, Borrower shall give the Administrative Agent (or, with respect to Swing Line Loans, the Swing Line Lender) irrevocable notice substantially in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered Exhibit Q to the Agent in the form of a Notice of Borrowing Original Credit Agreement (which notice must be received by the Administrative Agent prior to 12:00 noon (or, with respect to Swing Line Loans, 1:00 p.m. p.m.) (New York City timei) three (3) Business Days prior to the requested Borrowing Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date (or, in the case of Swing Line Loans, on the requested Borrowing Date), ) if the borrowing is to be solely of Alternate Base Rate Loans) and in either case specifying (a) the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimileborrowing, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of whether such Loans are initially to be Eurodollar Loans or Alternate Base Rate Loans or a Notice of Borrowing requesting Revolving combination thereof, (c) if the borrowing is to be entirely or partly Eurodollar Loans, the length of the Interest Period for such Eurodollar Loans and (d) whether the Loan is a Term Loan, a Swing Line Loan or Revolving Credit Loan. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) affected Lender thereof. Not later than 12:00 noon on the Borrowing Date requested by specified in such notice, each affected Lender shall make available to the Co-Borrowers Administrative Agent at the office of the Administrative Agent specified in funds subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to Agent. The the amount of the Loan to be made by such Lender (except that proceeds of all such Swing Line Loans will then be made available to the Co-Borrowers Borrower in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent hereunder shall promptly be made available to Borrower in immediately available funds to be delivered by crediting wire transfer to the Bank Blocked Account account(s) designated by MMP Borrower in the applicable borrowing notice, with the aggregate of the amounts made available to the Agent amount actually received by the Banks Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $100,000 in excess thereof, and (ii) no more than ten Interest Periods shall be in effect at any one time.

Appears in 1 contract

Samples: Credit Agreement (Language Line, Inc.)

Procedure for Borrowing. (a) Each Borrowing (other than a Borrowing made at the request of Loans consisting only the Swing Line Lender pursuant to subsection 2.01(d)(iii) for the purpose of Base Rate Loans repaying any Refunded Swing Line Loans) shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Company's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Agent prior to 1:00 p.m. 9:00 a.m. (New York City San Francisco time) (i) three (3) Business Days prior to the requested Borrowing Date), specifying in the case of LIBOR Rate Loans; and (ii) one Business Day prior to the requested Borrowing Date, in the case of Base Rate Loans, provided that such notice shall be given prior to 11:00 a.m. San Francisco time on the day of the proposed Borrowing if such Borrowing consists of a Swing Line Loan, specifying: (A) the amount of the Borrowing. Each such Notice of Borrowing , which shall be by electronic transfer or facsimile, confirmed immediately in an original writing aggregate minimum amount of $1,500,000 and multiples of $1,000,000 in excess thereof; provided that the Swing Line Loans shall specify be in a minimum amount of $500,000 or any multiple of $100,000 in excess thereof; (iB) the requested Borrowing Date, which shall be a Business Day; (C) the Type of Loan requested and Loans comprising the Borrowing (iiwhich shall be Base Rate Loans if the Borrowing consists of a Swing Line Loan); and (D) the Co-Borrower(s) for whom duration of the Interest Period applicable to LIBOR Rate Loans included in such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofnotice. (b) Following The Agent will promptly notify each Lender of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Lender's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank Lender will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers Company at the Agent’s 's Payment Office by 3:00 11:00 a.m. (San Francisco time) and the Swing Line Lender will make the amount of each Borrowing consisting of a Swing Line Loan available to the Agent for the account of the Company at the Agent's Payment Office by 1:00 p.m. (New York City San Francisco time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent at such office by crediting arranging to credit the account of the Company on the books of Bank Blocked Account designated by MMP of America with the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by the Agent. (d) After giving effect to any Borrowing, unless the Agent shall otherwise consent, there may not be more than 6 different Interest Periods in effect.

Appears in 1 contract

Samples: Credit Agreement (Vans Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans a Revolving Loan, Initial Term B Loan or Incremental Term A Loan on the Closing Date shall be made upon the Co-Borrowers’ Borrower’s irrevocable (subject to Section 10.5) written notice delivered to Agent (and, in the Agent case of the Initial Term B Loans, Barclays Bank PLC) substantially in the form of a Notice of Borrowing, which may be given by (A) telephone, or (B) a Notice of Borrowing; provided, that, any telephone notice must be confirmed promptly by delivery to Agent of a Notice of Borrowing. Each Notice of Borrowing must be received by Agent (and, in the case of the Initial Term B Loans, Barclays Bank PLC) prior to 11:00 a.m. (i) on the Closing Date, with respect to Borrowings of Base Rate Loans to be made on the Closing Date, (ii) on the date which is two (2) Business Days (or, with respect to any Borrowing of Term SOFR Loans to be made on the Closing Date, one (1) Business Day) prior to the requested Borrowing date in the case of each Term SOFR Loan, and (iii) on the date which is one (1) Business Day prior to the requested Borrowing date of each Base Rate Loan made after the Closing Date; provided, however, that, if the Borrower wishes to request Term SOFR Loans having an Interest Period other than one, three or six months in duration as provided in the definition of “Interest Period,” the applicable notice must be received by Agent prior to 1:00 p.m. not later than 11:00 a.m. four (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (34) Business Days prior to the requested Borrowing Date)date of such Borrowing, specifying whereupon Agent shall give prompt notice to the amount appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to all of them, and not later than 11:00 a.m. three (3) Business Days before the requested date of such Borrowing, Agent shall notify the Borrower (which notice may be by telephone) whether the requested Interest Period has been consented to by all the Lenders. Each such Such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify specify: (i) whether the Type of Borrower is requesting a Term Loan requested and or a Revolving Loan; (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least the Borrowing (which shall be in an aggregate minimum principal amount of $1,000,000.00 and any 1,000,000 or a whole multiple of (A) $500,000.00 500,000 in excess thereofthereof of Term SOFR Loans, or (B) $100,000 in excess thereof of Base Rate Loans); (iii) the requested Borrowing date, which shall be a Business Day; (iv) whether the Borrowing is to be comprised of Term SOFR Loans or Base Rate Loans; and (v) if the Borrowing is to be Term SOFR Loans, the Interest Period applicable to such Loans. (b) Following If the Borrower fails to specify a type of Loan in a Notice of Borrowing, then the applicable Term Loans or Revolving Loans shall be made as Base Rate Loans. If the Borrower requests a Borrowing of Term SOFR Loans in any such Notice of Borrowing, but fails to specify an Interest Period, it will be deemed to have specified an Interest Period of one month. Notwithstanding anything to the contrary herein, a Swing Loan may not be converted to a Term SOFR Loan. (c) Upon receipt of a Notice of Borrowing requesting Revolving LoansBorrowing, the Agent shall will promptly notify each Revolving Bank applicable Lender of such Notice of Borrowing and of the amount of its Revolving such Lender’s Commitment Percentage of such requested the Borrowing. In the case of a Term Loan or a Revolving Loans. (c) Each Bank will Loan, each applicable Lender shall make the amount of its Pro Rata Share Loan available to Agent in immediately available funds at Agent’s office not later than 1:00 p.m. on the Business Day specified in the applicable Notice of Borrowing or, as to Loans to be made on the Closing Date as to which advance funding arrangements are in effect, in accordance with the terms thereof. (d) Upon satisfaction of the applicable conditions set forth in Section 2.2 (and, if such Borrowing is of Loans to be made on the Closing Date, Section 2.1), Agent shall, or, in the case of the Initial Term B Loans on the Closing Date, Barclays Bank PLC shall, make the proceeds of each requested Borrowing available to Agent for the Borrower either (as Borrower elects) by (i) crediting the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) Borrower on the Borrowing Date requested books of Bank of America with the amount of such funds or (ii) wire transfer of such funds, in each case in accordance with the wire transfer instructions specified on the signature page hereto or other instructions provided to (and reasonably acceptable to) Agent (or, in the case of the Initial Term B Loans on the Closing Date, Barclays Bank PLC) by the Co-Borrowers in funds immediately available Borrower; provided, however, that, if, on the date a Notice of Borrowing with respect to Agent. The a Revolving Loan is given by the Borrower, there is any unreimbursed L/C Reimbursement Obligation, then the proceeds of all such Loans will then Revolving Loan, first, shall be applied to the payment in full of any such unreimbursed L/C Reimbursement Obligations, and second, shall be made available to the Co-Borrowers by Borrower as provided above. (e) With respect to SOFR or Term SOFR, the Agent by crediting will have the Bank Blocked Account designated by MMP with the aggregate of the amounts made available right to make Conforming Changes from time to time and, notwithstanding anything to the contrary herein or in any other Loan Document, any amendments implementing such Conforming Changes will become effective without any further action or consent of any other party to this Agreement or any other Loan Document; provided, that, with respect to any such amendment effected, the Agent by shall post each such amendment implementing such Conforming Changes to the Banks Borrower and in like funds as received by the AgentLenders reasonably promptly after such amendment becomes effective.

Appears in 1 contract

Samples: Credit Agreement (R1 RCM Inc. /DE)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower may borrow under the Commitments on any Business Day; provided that, with respect to any borrowing, the Borrower shall be made upon give the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (i) before 12:00 noon, New York City time) , three (3) Business Days prior to the requested Borrowing DateDate if all or any part of the Loans are to be Eurodollar Loans and (ii) on the requested Borrowing Date if the applicable notice is received prior to 9:00 A.M. (or, with respect to Swing Line Loans, 3:00 P.M), New York City time, on such Borrowing Date and if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (A) the amount of the Borrowing. Each borrowing, (B) whether such Notice of Borrowing shall Loans are initially to be by electronic transfer Eurodollar Loans or facsimileAlternate Base Rate Loans or a combination thereof, confirmed immediately in an original writing and shall specify (iC) if the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan borrowing is requested. Each requested to be entirely or partly Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the length of the Interest Period for such Eurodollar Loans and (D) whether the Loan is a Term Loan, a Swing Line Loan or Revolving Credit Loan. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (affected Lender thereof. Not later than 12:00 noon, New York City time) , on the Borrowing Date requested by specified in such notice, each affected Lender shall make available to the Co-Borrowers Administrative Agent at the office of the Administrative Agent specified in funds subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to Agent. The the amount of the Loan to be made by such Lender (except that proceeds of all such Swing Line Loans will then be made available to the Co-Borrowers Borrower in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts hereunder shall promptly be made available to the Agent Borrower by the Banks Administrative Agent's crediting the account of the Borrower, at the office of the Administrative Agent specified in subsection 11.2, with the aggregate amount actually received by the Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. The initial Tranche C Term Loans shall be made on the Restatement Effective Date as Alternate Base Rate Loans. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $1,000,000 or a whole multiple of $500,000 in excess thereof and (ii) no more than sixteen Interest Periods shall be in effect at any one time.

Appears in 1 contract

Samples: Credit Agreement (Jostens Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower may borrow under ----------------------- the Commitments on any Business Day, provided that, with respect to any -------- borrowing, the Borrower shall be made upon give the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. 12:00 noon (or, with respect to Swing Line Loans, 3:00 p.m.), New York City time, (i) three (3) Business Days prior to the requested Borrowing Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date (or, in the case of Swing Line Loans and, if the Effective Date occurs on the date this Agreement is executed and delivered, Loans made on the Effective Date), on the requested Borrowing Date) if the borrowing is to be solely of Alternate Base Rate Loans) and specifying (A) the amount of the Borrowing. Each borrowing, (B) whether such Notice of Borrowing shall Loans are initially to be by electronic transfer Eurodollar Loans or facsimileAlternate Base Rate Loans or a combination thereof, confirmed immediately in an original writing and shall specify (iC) if the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan borrowing is requested. Each requested to be entirely or partly Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the length of the Interest Period for such Eurodollar Loans and (D) whether the Loan is a Term Loan, a Swing Line Loan or Revolving Credit Loan. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (affected Lender thereof. Not later than 12:00 noon, New York City time) , on the Borrowing Date requested by specified in such notice, each affected Lender shall make available to the Co-Borrowers Administrative Agent at the office of the Administrative Agent specified in funds subsection 11.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to Agent. The the amount of the Loan to be made by such Lender (except that proceeds of all such Swing Line Loans will then be made available to the Co-Borrowers Borrower in accordance with subsection 3.4(a)). Loan proceeds received by the Administrative Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts hereunder shall promptly be made available to the Agent Borrower by the Banks Administrative Agent's crediting the account of the Borrower, at the office of the Administrative Agent specified in subsection 11.2, with the aggregate amount actually received by the Administrative Agent from the Lenders and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $2,000,000 or a whole multiple of $1,000,000 in excess thereof and (ii) no more than 16 Interest Periods shall be in effect at any one time.

Appears in 1 contract

Samples: Credit Agreement (Iwo Holdings Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans or COF Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be submitted by SEH by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 5,000,000.00 and any multiple of $500,000.00 1,000,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Working Capital Loans, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage Pro Rata Share of such requested Revolving Working Capital Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP SEH with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Credit Agreement (Spark Energy, Inc.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall The Borrower may borrow under the Commitments during the Commitment Period on any Business Day that an Advance may be made upon the Co-Borrowers’ irrevocable written notice delivered requested pursuant to the terms of Section 5.2 of the Participation Agreement, provided, that the Borrower shall give the Agent in the form of a Notice of Borrowing, irrevocable notice (which notice must be received by the Agent prior to 1:00 p.m. (12:00 Noon, New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) , at least three (3) Business Days prior to the requested Borrowing Date), Date specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type amount to be borrowed (which on any date shall not be in excess of Loan requested and the then Available Commitments), (ii) the Co-Borrower(srequested Borrowing Date, (iii) for whom whether the borrowing is to be of Eurodollar Loans, ABR Loans or a combination thereof, (iv) if the borrowing is to be a combination of Eurodollar Loans and ABR Loans, the respective amounts of each Type of Loan and (v) the Interest Period applicable to each Eurodollar Loan. Pursuant to the terms of the Participation Agreement, the Borrower shall be deemed to have delivered such Loan is requestednotice upon the delivery of a notice by the Construction Agent or the Lessee containing such required information. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following Upon receipt of a Notice of Borrowing requesting Revolving Loansany such notice from the Borrower, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Lender thereof. Each Bank Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing each borrowing (and in accordance with the percentages of Loans allocated to Tranche A Loans and Tranche B Loans as set forth in Section 5.2(c) of the Participation Agreement) available to the Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (the office of the Agent specified in Section 9.2 prior to 12:00 Noon, New York City time) , on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to the Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Borrower by the Agent crediting an account designated, subject to Section 9.1 of the Participation Agreement, by crediting the Bank Blocked Account designated by MMP Borrower on the books of such office with the aggregate of the amounts made available to the Agent by the Banks Lenders and in like funds as received by the Agent. No amount of any Loan which is repaid or prepaid by the Borrower may be reborrowed hereunder, except as set forth in Section 5.2(d) of the Participation Agreement. (b) Interest accruing on each Loan during the Construction Period with respect to any Property shall, subject to the limitations set forth in Section 5.1(b) of the Participation Agreement, be added to the principal amount of such Loan on the relevant Scheduled Interest Payment Date. On each such Scheduled Interest Payment Date, the Loan Property Cost and Construction Loan Property Cost shall be increased by the amount of interest added to the Loans.

Appears in 1 contract

Samples: Participation Agreement (Franklin Resources Inc)

Procedure for Borrowing. (a1) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Borrower's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing substantially in the form of Exhibit B (each, a "Notice of Borrowing") (which notice must be received by the Agent prior to 1:00 p.m. 10:00 a.m. (New York City Pacific time) (i) three (3) Business Days prior to the requested Borrowing Funding Date), specifying in the case of LIBOR Revolving Loans and (ii) no later than 10:00 a.m. (Pacific time) on the requested Funding Date, in the case of Base Rate Revolving Loans, specifying: (A) the amount of the BorrowingBorrowing (which shall be in an amount not less than $2,000,000 or that is in an integral multiple of $1,000,000 in excess thereof in the case of LIBOR Revolving Loans); (B) the requested Funding Date, which shall be a Business Day; (C) whether the Revolving Loans requested are to be Base Rate Revolving Loans or LIBOR Revolving Loans; and (D) the duration of the Interest Period if the requested Revolving Loans are to be LIBOR Revolving Loans. Each such If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of LIBOR Revolving Loans, such Interest Period shall be by electronic transfer or facsimileone month; provided, confirmed immediately in an original writing and shall specify (i) however, that with respect to the Type Borrowing to be made on the Initial Funding Date, such Borrowings will consist of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Base Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofRevolving Loans only. (b2) Following receipt With respect to any request for Base Rate Revolving Loans, in lieu of a delivering the above-described Notice of Borrowing requesting Revolving Loansthe Borrower may give the Agent telephonic notice of such request by the required time, with such telephonic notice to be confirmed in writing within 24 hours of the giving of such notice but the Agent shall promptly notify each Revolving Bank of be entitled to rely on the amount of its Revolving Percentage of telephonic notice in making such requested Revolving Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Loan and Security Agreement (Consolidated Freightways Corp)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon Except with respect to Swing Line Loans, for which borrowing procedures are set forth in subsection 2.10, the Co-Borrowers’ irrevocable written notice delivered Company may borrow under the Commitments on any Business Day, provided that, with respect to the Agent in the form of a Notice of Borrowingborrowings, which notice must be received by Agent prior if any, to 1:00 p.m. (New York City time) take place on the Borrowing Date specifying Closing Date, the amount of Company shall give the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent prior to 1:00 p.m. (10:00 A.M., New York City time, on the Closing Date), and with respect to any subsequent borrowings, the Company shall give the Administrative Agent irrevocable notice (which notice must be received by the Administrative Agent prior to 12:00 Noon, New York City time, (i) three (3) Business Days prior to the requested Borrowing Date), Date if all or any part of the Loans are to be Eurodollar Loans and (ii) one Business Day prior to the requested Borrowing Date if the borrowing is to be solely of ABR Loans) specifying (A) the amount of the Borrowing. Each borrowing, (B) whether such Notice of Borrowing shall Loans are initially to be by electronic transfer Eurodollar Loans or facsimileABR Loans, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested or a combination thereof, and (iiC) if the Co-Borrower(s) for whom such Loan borrowing is requested. Each requested to be entirely or partly Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Loans, the length of the Interest Period for such Eurodollar Loans. Upon receipt of such notice the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each which notice shall in any event be delivered to each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (4:00 P.M., New York City time) , on such date). Not later than 12:00 Noon, New York City time, on the Borrowing Date requested specified in such notice, each Bank shall make available to the Administrative Agent at the office of the Administrative Agent specified in subsection 10.2 (or at such other location as the Administrative Agent may direct) an amount in immediately available funds equal to the amount of the Loan to be made by such Bank. Loan proceeds received by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then Administrative Agent hereunder shall promptly be made available to the Co-Borrowers Company by the Agent by Administrative Agent's crediting the Bank Blocked Account designated by MMP account of the Company, at the office of the Administrative Agent specified in subsection 10.2, with the aggregate of amount actually received by the amounts made available to the Administrative Agent by from the Banks and in like funds as received by the Administrative Agent. (b) Any borrowing of Eurodollar Loans hereunder shall be in such amounts and be made pursuant to such elections so that, after giving effect thereto, (i) the aggregate principal amount of all Eurodollar Loans having the same Interest Period shall not be less than $5,000,000, or a whole multiple of $1,000,000 in excess thereof, and (ii) no more than ten Interest Periods shall be in effect at any one time. (c) Eurodollar Loans shall be made by each Bank at its Eurodollar Lending Office and ABR Loans shall be made by each Bank at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (Commscope Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower may borrow under the applicable Revolving Commitments during the applicable Revolving Commitment Period on any Business Day; provided that the Borrower shall be made upon give the Co-Borrowers’ Administrative Agent irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Administrative Agent in the case of Revolving Loans up to $40 million, prior to 1:00 p.m. (10:00 a.m., New York City time) three (3) , on the proposed Borrowing Date, or in the case of Revolving Loans in excess of $40 million, prior to 1:00 p.m., New York City time, one Business Days Day prior to the requested proposed Borrowing Date), specifying (x) the amount of Loans to be borrowed and (y) the Borrowingrequested Borrowing Date. For the avoidance of doubt, the SISO Term Loans will be deemed borrowed in a single draw on the Interim Order Entry Date. Each such Notice of Borrowing borrowing by the Borrower under the Revolving Commitments shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in amount equal to $250,000 or a principal amount of at least $1,000,000.00 and any whole multiple of $500,000.00 100,000 in excess thereof. thereof (b) Following or, if the then aggregate Available Revolving Commitments of Revolving Lenders are less than $250,000, such lesser amount with respect to borrowings). Upon receipt of a Notice of Borrowing requesting Revolving Loansany such notice from the Borrower, the Administrative Agent shall promptly notify each Revolving Bank of the amount of its Revolving Percentage of such requested Revolving Loans. (c) applicable Lender thereof. Each Bank applicable Lender will make the amount of its Pro Rata Share pro rata share of such Borrowing each borrowing available to the Administrative Agent for the account of the Co-Borrowers Borrower at Agent’s Payment the Funding Office by prior to 3:00 p.m. (p.m., New York City time) , on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to the Administrative Agent. The proceeds of all such Loans Such borrowing will then be made available to the Co-Borrowers Borrower by the Administrative Agent by crediting the Bank Blocked Account account designated in writing by MMP the Borrower to the Administrative Agent with the aggregate of the amounts made available to the Administrative Agent by the Banks such Lenders and in like funds as received by the Administrative Agent. For the avoidance of doubt, all requested Loans shall be ABR Loans.

Appears in 1 contract

Samples: Super Priority Senior Secured Debtor in Possession Asset Based Revolving Credit Agreement (Revlon Consumer Products Corp)

Procedure for Borrowing. (a) Each Borrowing of Revolving Loans consisting only of Base Rate Loans Loans, if approved by all the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing. Each Borrowing of Revolving Loans that includes any Eurodollar Rate Loans Loans, if approved by all the Banks in their sole discretion, shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requestedwriting. Each requested Eurodollar Rate Loan must be in have a principal amount Eurodollar Effective Amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof10,000,000.00. (b) Following Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank’s Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Unless a Bank has provided Agent with, and Agent has actually received, a written notice in the form attached hereto as Exhibit G at least the greater of 24 hours or one Business Day prior to Agent’s receipt of any Notice of Borrowing that such Bank does not approve further Borrowings and/or Issuances of Letters of Credit, if Agent advances a Loan pursuant to a Notice of Borrowing, each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to Agent. The proceeds of all such Loans Loan will then be made available to the Co-Borrowers Borrower by the Agent at such office by crediting the operating account of the Borrower maintained with US Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent. If any Bank in a timely manner provides Agent with such a written notice of its disapproval of further Borrowings and/or Issuances of Letters of Credit, then Agent shall notify the Borrower that one or more of the Banks have elected not to fund further Borrowings and/or participate in further Issuances of Letters of Credit and whether a Bank (or Banks) has (have) elected to become the Approving Bank(s) thereby triggering the Conversion to Reduced Funding Banks Date.

Appears in 1 contract

Samples: Credit Agreement (Black Hills Corp /Sd/)

Procedure for Borrowing. (a) Each The Borrower shall deliver to the Disbursing Agent a fully executed Borrowing Notice no later than 2:00 p.m. (x) one Business Day in advance of Loans consisting only the ClosingSecond Amendment Funding Date in the case of Base Rate Loans shall and (y) three Business Days in advance of the ClosingSecond Amendment Funding Date in the case of Eurodollar Loans (or such shorter period as may be made upon the Co-Borrowers’ irrevocable written notice delivered acceptable to the Agent in Lenders and the form of a Notice of Borrowing, which notice must be received by Agent prior Disbursing Agent). If no election as to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan Borrowing is specified in any such notice, then the requested borrowing shall be a Base Rate Borrowing. The Disbursing Agent shall promptly advise the Lenders of any notice given pursuant to this Section 2.02 (and (ii) the Co-Borrower(s) for whom such Loan is requested. Each contents thereof), and of each Lender’s portion of the requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofborrowing. (b) Following Upon receipt of a Notice written confirmation by the Lenders of Borrowing requesting Revolving the satisfaction or waiver of the conditions precedent specified herein, each Lender shall make its Second Amendment Loan available to the Disbursing Agent not later than 12:00 p.m. on the ClosingSecond Amendment Funding Date by wire transfer of same day funds in Dollars, at the principal office designated by the Disbursing Agent. Upon satisfaction or waiver of the conditions precedent specified herein and receipt of funds from each Lender sufficient to make the Second Amendment Loans, the Disbursing Agent shall promptly notify each Revolving Bank make the proceeds of the Second Amendment Loans available to the Borrower on the ClosingSecond Amendment Funding Date by causing an amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will make same day funds in Dollars equal to the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Second Amendment Loans will then received by Disbursing Agent from the Lenders to be made available credited to such account(s) as may be designated in writing to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Disbursing Agent by the Banks and in like funds as received by the AgentBorrower.

Appears in 1 contract

Samples: Credit Agreement (Pacific Investment Management Co LLC)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower may borrow under the Revolving Credit Commitments on any Business Day during the Revolving Credit Commitment Period, provided, however, that the Borrower shall be made upon the Co-Borrowers’ irrevocable written notice delivered to notify the Agent in the form of a Notice of Borrowing, which notice must be received (by Agent prior to 1:00 p.m. (New York City timetelephone or telecopy) no later than 11:00 A.M. on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying (A) the aggregate principal amount of to be borrowed under the BorrowingRevolving Credit Commitments, (B) whether the Advance is to be a Target Rate Advance or a LIBOR Advance (if no interest rate option is specified, then the Borrower shall be deemed to have specified the Target Rate Advance option) and (C) the requested Borrowing Date. Each such Notice of Borrowing notice shall be by electronic transfer or facsimile, irrevocable and confirmed immediately in by delivery to the Agent of a Borrowing Request. The Agent and each Lender shall be authorized to rely upon any Borrowing Request made by any representative of the Borrower as constituting an original writing and shall specify (i) authorized Borrowing Request under the Type of Loan requested and (ii) Revolving Credit Loans by the Co-Borrower(s) for whom such Loan is requestedBorrower. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereof. (b) Following Upon receipt of a Notice each notice of Borrowing requesting Revolving Loansborrowing from the Borrower, the Agent shall promptly notify each Revolving Bank Lender thereof. Subject to the provisions of Section 2.1.3 hereof and its receipt of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank notice referred to in the preceding sentence, each Lender will make the amount of its Pro Rata Share Revolving Credit Commitment Percentage of such Borrowing each borrowing of Revolving Credit Loans available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by Borrower not later than 3:00 p.m. (New York City time) P.M. on the relevant Borrowing Date requested by the Co-Borrowers Borrower, in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent Borrower, by crediting an account of the Bank Blocked Account designated by MMP Borrower maintained with Agent for such purpose with the aggregate amount of the amounts made available to the Agent by the Banks and in like funds as received by the Agentsuch borrowing.

Appears in 1 contract

Samples: Loan Agreement (Herley Industries Inc /New)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Revolving Loans shall be made upon the Co-Borrowers’ Borrower’s irrevocable written notice delivered to the Agent in the form of a Notice of BorrowingBorrowing (Revolving Loan), which notice must be received by Agent prior to 1:00 12:00 p.m. noon (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each such Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately by the close of the next Business Day in an original writing and shall specify (i) the Type of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofwriting. (b) Following Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank’s Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Unless a Bank has provided Agent with, and Agent has actually received, a written notice in the form attached hereto as Exhibit G at least the greater of 24 hours or one Business Day prior to Agent’s receipt of any Notice of Borrowing that such Bank does not approve further Borrowings and/or Issuances of Letters of Credit, if Agent advances a Loan pursuant to a Notice of Borrowing, each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers Borrower at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Borrower in funds immediately available to Agent. The proceeds of all such Loans Loan will then be made available to the Co-Borrowers Borrower by the Agent at such office by crediting the operating account of the Borrower maintained with US Bank Blocked Account designated by MMP with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent. If any Bank in a timely manner provides Agent with such a written notice of its disapproval of further Borrowings and/or Issuances of Letters of Credit, then Agent shall notify the Borrower that one or more of the Banks have elected not to fund further Borrowings and/or participate in further Issuances of Letters of Credit and whether a Bank (or Banks) has (have) elected to become the Approving Bank(s) thereby triggering the Conversion to Reduced Funding Banks Date.

Appears in 1 contract

Samples: Credit Agreement (Black Hills Corp /Sd/)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Revolving Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans shall be made upon the Co-Borrowers’ Company's irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by the Agent prior to 1:00 p.m. (12:00 noon New York City time) (i) three (3) Business Days prior to the requested Borrowing Date), specifying in the case of Offshore Rate Loans; and (ii) on the requested Borrowing Date, in the case of Base Rate Loans, specifying: (A) the amount of the Borrowing, which shall be in an aggregate minimum amount of $5,000,000 or any integral multiple of $1,000,000 in excess thereof; (B) the requested Borrowing Date, which shall be a Business Day; (C) the Type of Loans comprising the Borrowing; and (D) the duration of the Interest Period, if any, applicable to such Loans included in such notice. Each If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Offshore Rate Loans, such Interest Period shall be three months. PROVIDED, HOWEVER, that with respect to the Borrowing to be made on the Closing Date, the Notice of Borrowing shall be by electronic transfer or facsimile, confirmed immediately in an original writing delivered to the Agent not later than 12:00 noon (New York City time) one Business Day before the Closing Date and shall specify (i) the Type such Borrowing will consist of Loan requested and (ii) the Co-Borrower(s) for whom such Loan is requested. Each requested Eurodollar Base Rate Loan must be in a principal amount of at least $1,000,000.00 and any multiple of $500,000.00 in excess thereofLoans only. (b) Following The Agent will promptly notify each Bank of its receipt of a any Notice of Borrowing requesting Revolving Loans, the Agent shall promptly notify each Revolving Bank and of the amount of its Revolving Percentage such Bank's Pro Rata Share of such requested Revolving Loansthat Borrowing. (c) Each Bank will make the amount of its Pro Rata Share of such each Borrowing available to the Agent for the account of the Co-Borrowers Company at the Agent’s 's Payment Office by 3:00 1:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers Company in funds immediately available to the Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers Company by the Agent at such office by 1:30 p.m. by crediting the Bank Blocked Account designated by MMP account of the Company on the books of BofA with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent. (d) After giving effect to any Borrowing, unless the Agent shall otherwise consent, there may not be more than ten different Interest Periods in effect.

Appears in 1 contract

Samples: Credit Agreement (Genlyte Group Inc)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Borrowing of Loans that includes any Eurodollar Rate Loans (other than Daily Eurodollar Rate Loans) shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing (which notice must be received by Agent prior to 1:00 p.m. (New York City time) three (3) Business Days prior to the requested Borrowing Date), specifying the amount of the Borrowing. Each Borrowing of Loans consisting only of Daily Eurodollar Rate Loans shall be made upon the Co-Borrowers’ irrevocable written notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 12:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing Each such Notice of Borrowing shall be submitted by HoldCo by electronic transfer or facsimile, confirmed immediately in an original writing and shall specify (i) the Type of Loan requested, (ii) the aggregate amount of the requested Loan, (iii) the date of such Borrowing, which shall be a Business Day, (iv) whether such Borrowing is to be a Base Rate Loan or a Eurodollar Rate Loan, (v) in the case of a Eurodollar Rate Loan (including Daily Eurodollar Rate Loans), the initial Interest Period to be applicable thereto (including specifying the duration of such Interest Period and the last day of such Interest Period), which shall be a period contemplated by the definition of “Interest Period”, (vi) the location and number of a Co-Borrower’s or Co-Borrowers’ account, and (iivii) the Co-Borrower(s) for whom such Loan is requested. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Loan. If no Interest Period is specified with respect to any requested Eurodollar Rate Loan (other than Daily Eurodollar Rate Loans), then the Co-Borrowers shall be deemed to have selected an Interest Period of one month’s duration. If no Interest Period is specified with respect to any requested Daily Eurodollar Rate Loan, then the Co-Borrowers shall be deemed to have selected an Interest Period of one week’s duration. Each requested Eurodollar Rate Loan must must, (x) in the case of Working Capital Loans, be in a principal amount of at least $1,000,000.00 2,000,000 and any multiple of $500,000.00 1,000,000 in excess thereof and (y) in the case of Bridge Loans, be in a principal amount of at least $1,000,000 and any multiple of $100,000 in excess thereof. (b) Following receipt of a Notice of Borrowing requesting Revolving Working Capital Loans, the Agent shall promptly notify each Revolving Bank of the amount of its Revolving Credit Percentage of such requested Revolving Working Capital Loans. Following receipt of a Notice of Borrowing requesting Bridge Loans, the Agent shall promptly notify each Bank of the amount of its Credit Percentage of such requested Bridge Loans. (c) Each Bank will make the amount of its Pro Rata Share of such Borrowing available to Agent for the account of the Co-Borrowers at Agent’s Payment Office by 3:00 p.m. (New York City time) on the Borrowing Date requested by the Co-Borrowers in funds immediately available to Agent. The proceeds of all such Loans will then be made available to the Co-Borrowers by the Agent by crediting the Bank Blocked Account designated by MMP HoldCo with the aggregate of the amounts made available to the Agent by the Banks and in like funds as received by the Agent.

Appears in 1 contract

Samples: Credit Agreement (Spark Energy, Inc.)

Procedure for Borrowing. (a) Each Borrowing of Loans consisting only of Base Rate Loans The Borrower shall be made upon give the Co-Borrowers’ irrevocable written Administrative Agent notice delivered to the Agent in the form of a Notice of Borrowing, which notice must be received by Agent prior to 1:00 p.m. (New York City time) on the Borrowing Date specifying the amount of the Borrowing. Each Initial Term A Loans and Initial Term B Loans to be borrowed and the proposed Borrowing Date by submitting a Borrowing Request signed by a Responsible Officer of Loans that includes any Eurodollar Rate Loans the Borrower (which notice must have been received by the Administrative Agent prior to 9:30 A.M11:00 A.M., New York City time (or such later time as may be agreed by the Administrative Agent in its reasonable discretion), and shall be made upon irrevocable after the Co-Borrowers’ irrevocable written notice delivered deemed funding) on the 2021) one Business Day prior to the 2024 Amendment Effective Date; provided that, if such Borrowing Request is submitted through an Approved Borrower Portal, the foregoing signature requirement may be waived at the sole discretion of the Administrative Agent. Upon receipt of such notice the Administrative Agent in shall promptly notify the form Lenders of each applicable Tranche thereof. (i) The Borrower may borrow under the Revolving Commitments during the applicable Revolving Commitment Period on any Business Day; provided that the Borrower (on behalf of any Borrower) shall give the Administrative Agent irrevocable notice by submitting a Notice of Borrowing Request (which notice must be received by the Administrative Agent prior to 1:00 p.m. (a) 9:30 A.M., New York City time (or such later time as may be agreed by the Administrative Agent in its reasonable discretion), if the [[59972986453734]] requested Borrowing Date is the 20212024 Amendment Effective Date, (b) 3:00 P.M., New York City time) , at least three (3) Business Days (or such shorter period as may be agreed by the Administrative Agent in its reasonable discretion) prior to the requested Borrowing Date (if such Borrowing Date is not the 20212024 Amendment Effective Date), specifying the amount if all or any part of the Borrowing. Each requested Revolving Loans are to be initially Term Benchmark Loans made in Dollars or (c) 12:30 P.M., New York City time (or such Notice of later time as may be agreed by the Administrative Agent in its reasonable discretion), on the requested Borrowing shall be by electronic transfer or facsimileDate (if such Borrowing Date is not the 20212024 Amendment Effective Date), confirmed immediately for ABR Loans), in an original writing and shall specify each case specifying (i) the Type identity of Loan requested and the Borrower, (ii) the Co-Borrower(samount to be borrowed, (iii) for whom the requested Borrowing Date, (iv) whether the Borrowing is to be of Term Benchmark Loans, ABR Loans or a combination thereof and (v) if the Borrowing is to be entirely or partly of Term Benchmark Loans, the respective amounts of each such Loan is requested. Type of Loan, the respective lengths of the initial Interest Periods therefor. (ii) Each requested Eurodollar Rate Loan must Borrowing under the Revolving Commitments shall be in an amount equal to (x) in the case of ABR Loans, except any ABR Loan to be used solely to pay a principal like amount of at least outstanding Reimbursement Obligations or Swing Line Loans, $1,000,000.00 and any 2.0 million or a whole multiple of $500,000.00 1.0 million in excess thereof (or, if the then Available Revolving Commitments are (A) less than $2.0 million, $1.0 million or a whole multiple thereof or (B) less than $1.0 million, such lesser amount) and (y) in the case of Term Benchmark Loans, $5.0 million or a whole multiple of $1.0 million in excess thereof. (b) Following . Upon receipt of any such notice from a Notice of Borrowing requesting Revolving LoansBorrower, the Administrative Agent shall promptly notify each Revolving Bank Lender thereof at such Lender’s applicable office set forth in such Lender’s administrative questionnaire or such other address as such Lender may from time to time notify the Administrative Agent and the Borrower. Subject to the satisfaction of the amount of its Revolving Percentage of such requested Revolving Loans. (c) Each Bank will conditions precedent specified in subsection 5.2, each Lender shall make the amount of its Pro Rata Share pro rata share of such each Borrowing of Revolving Loans available to the Administrative Agent for the account of the Co-Borrowers Borrower identified in such notice at Agentthe Administrative Agent Office prior to 2:30 P.M. (or, if the time period for the Borrower’s Payment Office delivery of notice was extended, such later time as agreed to by 3:00 p.m. the Borrower and the Administrative Agent in its reasonable discretion, but in no event less than two hours following notice) (or, if the time period for the Borrower’s delivery of notice was extended, such later time as agreed to by the Borrower and the Administrative Agent in its reasonable discretion, but in no event less than one hour following notice), New York City time) , or at such other time as to which the Administrative Agent shall notify such Lender and such Borrower reasonably in advance of the Borrowing Date with respect thereto, on the Borrowing Date requested by the Co-Borrowers Borrower in Dollars and in funds immediately available to the Administrative Agent. The proceeds of all such Loans Such Borrowing will then be made available to the Co-Borrowers applicable Borrower identified in such notice by the Administrative Agent by crediting the Bank Blocked Account designated by MMP account of such Borrower on the books of such office with the aggregate of the amounts made available to the Administrative Agent by the Banks Lenders and in like funds as received by the Administrative Agent.

Appears in 1 contract

Samples: Credit Agreement (Frontdoor, Inc.)

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