Procedure for Revolving Loan Borrowings. The Company, on behalf of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l) Business Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing and (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, (iv) in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bank.
Appears in 3 contracts
Samples: Loan and Security Agreement (Global Defense Technology & Systems, Inc.), Loan and Security Agreement (Global Defense Technology & Systems, Inc.), Loan and Security Agreement (Global Defense Technology & Systems, Inc.)
Procedure for Revolving Loan Borrowings. The Company, (a) Borrower may irrevocably request a Borrowing of Revolving Loans on behalf any Business Day in a Minimum Amount therefor by delivering a Request for Extension of the Borrowers, shall give the Credit therefor by Requisite Notice to Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l) Business Day prior to not later than the requested date of each Requisite Time therefor. All Borrowings denominated in Dollars shall constitute Base Rate Borrowing or Index Rate Borrowing Loans unless properly and (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, (iv) timely otherwise designated as set forth in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, prior sentence. All Borrowings denominated in any Alternative Currency shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of constitute Eurodollar Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans . Each Competitive Loan shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury procedures set forth in Section 2.04.
(b) Following receipt of a Request for Extension of Credit, Administrative Agent shall promptly notify each Lender by Requisite Notice of its Revolving Percentage thereof. Each Lender (subject to clause (d) below) shall make the funds for its Revolving Loan available to Administrative Agent in the requested currency at Administrative Agent’s Office not later than the Requisite Time therefor on the Business Day specified in such Request for Extension of Credit. Upon satisfaction of the applicable conditions set forth in Section 4.02, all funds so received shall be made available to Borrower in like funds received.
(c) The failure of any Lender to make any Revolving Loan on any date shall not relieve any other Lender of any obligation to make a Revolving Loan on such date, but the Revolving Commitments and cash management services Competitive Bids of the Lenders are several and products no Lender shall be responsible for the failure of any other Lender to so make its Revolving Loan. Borrower shall have the right to replace any Lender which fails to make a Revolving Loan when obligated to do so in accordance with Section 10.21.
(d) Each Lender may, at its option, make any Loan available to Borrower by causing any foreign or domestic branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of Borrower to repay such Loan in accordance with the Company by SunTrust Bankterms of this Agreement; provided that, for the avoidance of doubt, Borrower shall not be required to pay a greater amount under the increased costs provisions (including yield protection and taxes) of Section 3 hereof than it would have paid in the absence of the exercise of such option.
Appears in 2 contracts
Procedure for Revolving Loan Borrowings. The Company, (a) Borrower may irrevocably request a Borrowing of Revolving Loans on behalf any Business Day in a Minimum Amount therefor by delivering a Request for Extension of the Borrowers, shall give the Credit therefor by Requisite Notice to Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l) Business Day prior to not later than the requested date of each Requisite Time therefor. All Borrowings denominated in Dollars shall constitute Base Rate Borrowing or Index Rate Borrowing Loans unless properly and (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, (iv) timely otherwise designated as set forth in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, prior sentence. All Borrowings denominated in any Alternative Currency shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of constitute Eurodollar Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans . Each Competitive Loan shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided procedures set forth in Section 2.04. Notwithstanding anything herein to the Company contrary, any request for a Certain Funds Credit Extension may be revocable or made contingent on the closing of the Target Acquisition (or a portion of the Target Acquisition, including any acquisition of Target shares during the Certain Funds Period); provided that any request for a Certain Funds Credit Extension shall certify that the proceeds thereof shall be used solely for Certain Funds Purposes.
(b) Following receipt of a Request for Extension of Credit, Administrative Agent shall promptly notify each Lender by SunTrust BankRequisite Notice of its Revolving Percentage thereof. Each Lender (subject to clause (d) below) shall make the funds for its Revolving Loan available to Administrative Agent in the requested currency at Administrative Agent’s Office not later than the Requisite Time therefor on the Business Day specified in such Request for Extension of Credit. Upon satisfaction of the applicable conditions set forth in Section 4.02, all funds so received shall be made available to Borrower in like funds received.
(c) The failure of any Lender to make any Revolving Loan on any date shall not relieve any other Lender of any obligation to make a Revolving Loan on such date, but the Revolving Commitments and Competitive Bids of the Lenders are several and no Lender shall be responsible for the failure of any other Lender to so make its Revolving Loan. Borrower shall have the right to replace any Lender which fails to make a Revolving Loan when obligated to do so in accordance with Section 10.21.
(d) Each Lender may, at its option, make any Loan available to Borrower by causing any foreign or domestic branch or Affiliate of such Lender to make such Loan; provided that any exercise of such option shall not affect the obligation of Borrower to repay such Loan in accordance with the terms of this Agreement; provided that, for the avoidance of doubt, Borrower shall not be required to pay a greater amount under the increased costs provisions (including yield protection and taxes) of Section 3 hereof than it would have paid in the absence of the exercise of such option.
Appears in 2 contracts
Samples: Credit Agreement (NBCUniversal Media, LLC), Credit Agreement
Procedure for Revolving Loan Borrowings. The CompanySubject to the terms and conditions of this Agreement, the Borrower may borrow under the Revolving Commitments and/or under any Incremental Revolving Commitments comprising an Incremental Facility then in effect, in each case on behalf of any Business Day during the Borrowers, Revolving Commitment Period; provided that the Borrower shall give the Administrative Agent a an irrevocable Notice of Borrowing, which Notice of Borrowing with respect to each Revolving Loan Borrowing (x) must be received by the Administrative Agent prior to 11:00 a.m. A.M., Dallas, Texas time, (Eastern timei) three Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Loans are to be initially Eurodollar Loans, or (ii) one (l) Business Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing and Date otherwise, specifying (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (iA) the aggregate principal amount of such Revolving Loan the Borrowing, (iiB) the date of such Revolving Loan requested Borrowing (which shall be a Business Day)Date, (iiiC) the Type or Types of the Revolving Loans comprising such Borrowing, and (ivD) in if the case Borrowing is to be entirely or partly of a LIBOR BorrowingEurodollar Loans, the duration respective amounts of each Tranche and the respective lengths of the initial Interest Period applicable thereto Periods therefor (subject to the provisions of the definition of Interest Period), and (v) at . Each Borrowing under the option Revolving Commitments or under any Incremental Facility consisting of the Administrative Agent, Incremental Revolving Commitments shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject in an amount equal to (x) in the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely case of Base Rate Loans, Index Rate Loans $1,000,000 or LIBOR a whole multiple of $500,000 in excess thereof (or, if the Aggregate Available Revolving Commitment is less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans each Tranche shall be Index Rate Loans$1,000,000 or a whole multiple of $500,000 in excess thereof. Promptly following the Upon receipt of a Notice of Borrowing in accordance with respect to a Borrowing under this SectionSection 2.03(a), the Administrative Agent shall advise promptly notify each relevant Bank of such Borrowing. Each Revolving Credit Lender of the details thereof and Bank will make the amount of such its pro rata share of each requested Borrowing made under the Revolving Credit Lender’s Revolving Loan Facility and the applicable Incremental Facility, as applicable, available to be made as part the Administrative Agent for the account of the requested Revolving Loan Borrowing. If required by Borrower at the Administrative Agent's Payment Office prior to 1:00 P.M., any request made by telephone shall include all of Dallas, Texas time on the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed Date requested by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time Borrower in written instruments delivered funds immediately available to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to . Unless any Revolving Loan disbursed by any Lender applicable condition as set forth in good faith hereunder, even if such Revolving Loan is requested by an individual who Article V has not been so designated. The satisfied, the proceeds of each Revolving Loan such Borrowing or Borrowings will then be credited made available to a deposit account maintained the Borrower by the Administrative Agent by wire transfer in accordance with written instructions provided to the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust BankBorrower.
Appears in 2 contracts
Samples: Credit Agreement (Nexstar Finance Inc), Credit Agreement (Nexstar Finance Inc)
Procedure for Revolving Loan Borrowings. The CompanySubject to the terms and conditions of this Agreement, the Borrower may borrow under the Revolving Commitments and/or under any Incremental Revolving Commitments comprising an Incremental Facility then in effect, in each case on behalf of any Business Day during the Borrowers, Revolving Commitment Period; provided that the Borrower shall give the Administrative Agent a an irrevocable Notice of Borrowing, which Notice of Borrowing with respect to each Revolving Loan Borrowing (x) must be received by the Administrative Agent prior to 11:00 a.m. A.M., Dallas, Texas time, (Eastern timei) three Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Loans are to be initially Eurodollar Loans, or (ii) one (l) Business Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing and Date otherwise, specifying (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (iA) the aggregate principal amount of such Revolving Loan the Borrowing, (iiB) the date of such Revolving Loan requested Borrowing (which shall be a Business Day)Date, (iiiC) the Type or Types of the Revolving Loans comprising such Borrowing, and (ivD) in if the case Borrowing is to be entirely or partly of a LIBOR BorrowingEurodollar Loans, the duration respective amounts of each Tranche and the respective lengths of the initial Interest Period applicable thereto Periods therefor (subject to the provisions of the definition of Interest Period), and (v) at . Each Borrowing under the option Revolving Commitments or under any Incremental Facility consisting of the Administrative Agent, Incremental Revolving Commitments shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject in an amount equal to (x) in the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely case of Base Rate Loans, Index Rate Loans $1,000,000 or LIBOR a whole multiple of $500,000 in excess thereof (or, if the Aggregate Available Revolving Commitment is less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans each Tranche shall be Index Rate Loans$1,000,000 or a whole multiple of $500,000 in excess thereof. Promptly following the Upon receipt of a Notice of Borrowing in accordance with respect to a Borrowing under this SectionSection 2.03(a), the Administrative Agent shall advise promptly notify each relevant Bank of such Borrowing. Each Revolving Credit Lender of the details thereof and Bank will make the amount of such its pro rata share of each requested Borrowing made under the Revolving Credit Lender’s Revolving Loan Facility and the applicable Incremental Facility, as applicable, available to be made as part the Administrative Agent for the account of the requested Revolving Loan Borrowing. If required by Borrower at the Administrative Agent’s Payment Office prior to 1:00 P.M., any request made by telephone shall include all of Dallas, Texas time on the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed Date requested by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time Borrower in written instruments delivered funds immediately available to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to . Unless any Revolving Loan disbursed by any Lender applicable condition as set forth in good faith hereunder, even if such Revolving Loan is requested by an individual who Article V has not been so designated. The satisfied, the proceeds of each Revolving Loan such Borrowing or Borrowings will then be credited made available to a deposit account maintained the Borrower by the Administrative Agent by wire transfer in accordance with written instructions provided to the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust BankBorrower.
Appears in 2 contracts
Samples: Credit Agreement (Nexstar Broadcasting Group Inc), Credit Agreement (Nexstar Broadcasting Group Inc)
Procedure for Revolving Loan Borrowings. The (a) Each Borrowing of Revolving Loans shall be made upon the Company, on behalf 's irrevocable written notice delivered to the Agent as described in Section 10.02 in the form of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern Houston time) (i) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Adjusted CD Rate Borrowing or Index Rate Borrowing and Revolving Loans, (y) prior to 11:00 a.m. (Eastern timeii) three (3) Business Days prior to the requested date Borrowing Date, in the case of each LIBOR Revolving Loans, and (iii) on the requested Borrowing Date, in the case of Base Rate Revolving Loans, specifying:
(A) the amount of the Borrowing. Each Notice of Borrowing under this Section , which shall be irrevocable and shall specify: in an aggregate amount not less than the Minimum Tranche;
(iB) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), ;
(iiiC) the Type of the Revolving Loans comprising the Borrowing;
(D) in the case of Adjusted CD Rate Revolving Loans and LIBOR Revolving Loans, 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 Adjusted CD Rate Revolving Loans or LIBOR Revolving Loans, such Interest Period shall be 90 days (in the case of an Adjusted CD Rate Revolving Loan) and three months (in the case of a LIBOR Revolving Loan); provided, however, that with respect to a Borrowing, if any, to be made on the Closing Date, the Notice of Borrowing shall be delivered to the Agent not later than 11:00 a.m. (Houston time) on the Closing Date and such Borrowing will consist of Base Rate Revolving Loans only.
(b) Upon receipt of the Notice of Borrowing, the Agent will promptly notify each Bank thereof and of the amount of such Bank's Commitment Percentage of such Borrowing, .
(ivc) Each Bank will make the amount of its Commitment Percentage of such Borrowing available to the Agent for the account of the Company at the Agent's Payment Office on the Borrowing Date requested by the Company in immediately available funds by 11:00 a.m. (Houston time) in the case of a Borrowing comprised of Adjusted CD Rate Revolving Loans or LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period)Revolving Loans, and by 1:00 p.m. (vHouston time) at in the option case of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely comprised of Base Rate Revolving Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan all such Loans will then be credited made available to a deposit account maintained the Company by the Agent by wire transfer of immediately available funds in accordance with written instructions provided to the Administrative Agent by the Company. In addition , unless on the date of the Borrowing all or any portion of the proceeds thereof shall then be required to be applied to the foregoingrepayment of any outstanding Swingline Loans pursuant to Section 2.05(f), as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans in which case such proceeds or portion thereof shall be applied to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bankrepayment of such Swingline Loans.
Appears in 2 contracts
Samples: Revolving Credit Agreement (Compaq Dallas Inc), Revolving Credit Agreement (Compaq Dallas Inc)
Procedure for Revolving Loan Borrowings. The CompanyBorrowings of Revolving Loans may be made on any Business Day. When the Borrower wishes to borrow Revolving Loans, on behalf of the Borrowers, it shall give the Administrative Agent (a) in the case of a Notice Borrowing of Borrowing with respect to each Revolving Loan Borrowing ABR Loans, irrevocable written or telephonic notice (xconfirmed in writing) prior to 11:00 a.m. not later than 12:00 Noon (Eastern New York City time) one (l) Business Day prior to on the requested date Borrowing Date, or (b) in the case of each Base Rate a Borrowing or Index Rate Borrowing and of LIBOR Loans, irrevocable written notice not later than 12:00 Noon (y) prior to 11:00 a.m. (Eastern New York City time) three (3) Business Days prior to the requested date of Borrowing Date, in each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: case specifying (i) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (amount to be borrowed, which shall be in an aggregate principal amount equal to $5,000,000 or a Business Daywhole multiple of $1,000,000 in excess thereof (in the case of LIBOR Loans) or a whole multiple of $1,000,000 (in the case of ABR Loans), (iii) that the Type Borrowing is to be of the Revolving Loans comprising such Borrowing, and whether the Borrowing is to be initially maintained as ABR Loans or LIBOR Loans and (iv) in the case of a LIBOR BorrowingLoans, the duration length of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Reportthereto. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the Upon receipt of a Notice of Borrowing in accordance with this Sectionsuch notice from the Borrower, the Administrative Agent shall advise promptly notify each Lender thereof. Except as otherwise provided in Sections 2.4 and 2.5 with respect to Non-Extending Lenders and Downgraded Lenders, each Lender will make its Commitment Percentage of all Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan Loans requested to be made as part on any Borrowing Date available to the Administrative Agent for the account of the Borrower at the office of the Administrative Agent specified in Section 10.2 prior to 2:00 P.M., New York City time (in the case of ABR Loans), or 11:00 A.M., New York City time (in the case of LIBOR Loans), in each case on the Borrowing Date requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate Borrower and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered funds immediately available to the Administrative Agent; provided. Subject to satisfaction of the applicable conditions set forth in Section 5.2, howeverand except as otherwise provided in Sections 2.4 and 2.5, that the Borrowers shall remain liable Administrative Agent will make each Borrowing of Revolving Loans available to the Borrower by directly depositing in the Collateral Account, for application in accordance with respect the Collateral Trust Agreement on the relevant Borrowing Date, the amounts made available to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to Lenders and in like funds as received by the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust BankAdministrative Agent.
Appears in 1 contract
Procedure for Revolving Loan Borrowings. The CompanySubject to the terms and conditions of this Agreement, the Borrower may borrow under the Original Revolving Loan Commitments and/or under the Incremental Revolving Loan Commitments comprising an Incremental Revolving Loan Facility then in effect, in each case on behalf of any Business Day during the Borrowers, Revolving Loan Commitment Period; provided that the Borrower shall give the Administrative Agent a Notice an irrevocable Borrowing Request, which Borrowing Request must be received by the Administrative Agent prior to 12:00 p.m., Boston, Massachusetts time, (i) three Business Days prior to the requested Borrowing Date, if all or any part of Borrowing with respect the requested Revolving Loans are to each Revolving Loan Borrowing be initially Eurodollar Advances, or (xii) prior to 11:00 a.m. (Eastern 2:00 p.m., Boston, Massachusetts time) , one (l) Business Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing Date otherwise, and which shall specify (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (iA) the aggregate principal amount of such Revolving Loan the Borrowing, (iiB) the date of such Revolving Loan requested Borrowing (which shall be a Business Day)Date, (iiiC) the Class or Classes and Type or Types of the Revolving Loans comprising such Borrowing, and (ivD) in if the case Borrowing is to consist entirely or partly of a LIBOR BorrowingEurodollar Advances, the duration respective amounts of each Tranche and the respective lengths of the initial Interest Period applicable thereto Periods therefor (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, . Each Borrowing under any Revolving Loan Facility shall be accompanied by a current in an amount equal to or greater than the Minimum Borrowing Base Certificate and a current Aging ReportAmount. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the Upon receipt of a Notice of Borrowing in accordance Request with respect to a Borrowing under this SectionSection 2.2(a), the Administrative Agent shall advise promptly notify each Revolving Credit Loan Lender that has a Commitment under the applicable Revolving Loan Facility of the details thereof and such Borrowing, whereupon each such Revolving Loan Lender will make the amount of such Revolving Credit Lender’s its pro rata share of each requested Borrowing made under the applicable Revolving Loan Facility available to be made as part the Administrative Agent for the account of the Borrower at the Payment Office prior to 1:00 p.m., Boston, Massachusetts time, on the Borrowing Date requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered funds immediately available to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to . Unless any Revolving Loan disbursed by any Lender applicable condition as set forth in good faith hereunder, even if such Revolving Loan is requested by an individual who Article 6 has not been so designated. The satisfied, the proceeds of each Revolving Loan such Borrowing or Borrowings will then be credited made available to a deposit account maintained the Borrower by the Administrative Agent by wire transfer in accordance with written instructions provided to the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust BankBorrower.
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Procedure for Revolving Loan Borrowings. The Company, on behalf of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l) Business Day prior to on the requested date of each Base Rate Borrowing or Index Rate Borrowing (which shall be a Business Day) and (y) prior to 11:00 a.m. (Eastern time) 12:00 noon three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, and (iv) in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers to refinance the existing Debt of the Borrowers under the Existing Agreement and to pay fees and expenses relating to this Agreement and the Loans, and to finance working capital needs, Capital Expenditures permitted by this Agreement, Permitted Acquisitions and the redemptions or repurchases of shares of the Capital Stock of the Company permitted pursuant to Section 6.6 and for working capitalother general corporate purposes of the Borrowers. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bank3:00 p.m. on the date of the requested Borrowing.
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Procedure for Revolving Loan Borrowings. The Company, on behalf BORROWERS may borrow proceeds of the BorrowersREVOLVING LOANS until (but not including) the REVOLVING LOAN MATURITY DATE, shall give provided, that the Administrative Agent a Notice of Borrowing with respect BORROWERS deliver to each Revolving Loan Borrowing the AGENT an irrevocable notice (x) which notice must be received by the AGENT prior to 11:00 10:00 a.m. Baltimore, Maryland time: (Eastern timea) one two (l2) Business Day BUSINESS DAYS prior to the requested date BORROWING DATE, if all or any part of each Base Rate Borrowing or Index Rate Borrowing and (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date advances of each proceeds of the REVOLVING LOANS are to be initially LIBOR Borrowing. Each Notice BORROWINGS; or (b) on the requested BORROWING DATE if all of Borrowing under this Section shall the requested advances of the proceeds of the REVOLVING LOANS are to be irrevocable and shall specifyinitially BASE RATE BORROWINGS) specifying: (i) the aggregate principal amount of such Revolving Loan Borrowingto be borrowed, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day)requested BORROWING DATE, (iii) whether the Type of the Revolving Loans comprising such Borrowingborrowing is to be a LIBOR BORROWING, a BASE RATE BORROWING, or a combination thereof, and (iv) if the borrowing is to be entirely or partly a LIBOR BORROWING, the information required to be specified in the case election described in Section 2.4.2.b of a LIBOR Borrowing, this AGREEMENT. The above-described notice may be delivered to the duration AGENT via facsimile with telephone confirmation. The AGENT shall promptly notify each LENDER of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the AGENT’S receipt of a Notice each notice. Each LENDER will make the amount of Borrowing its pro rata share (calculated in accordance with this Section, its respective COMMITMENT PERCENTAGE) of each requested borrowing available to the Administrative Agent shall advise each Revolving Credit Lender AGENT for the account of the details thereof BORROWERS at the offices of the AGENT specified in this AGREEMENT prior to 12:00 Noon Baltimore, Maryland time on the BORROWING DATE requested by the BORROWERS in U.S. Dollars and in funds immediately available to the AGENT. Such borrowing will be made available to the BORROWERS on or prior to 1:00 p.m. Baltimore, Maryland time by the AGENT crediting the COMMERCIAL ACCOUNT with the aggregate of the amounts made available to the AGENT by the LENDERS and in like funds as received by the AGENT. Each borrowing under the REVOLVING LOANS shall be in a principal amount of such Revolving Credit Lender’s Revolving Loan to be made as part of not less than the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust BankMINIMUM BORROWING AMOUNT.
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Procedure for Revolving Loan Borrowings. The Company, on behalf of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l) Business Day prior to on the requested date of each Base Rate Borrowing or Index Rate Borrowing (which shall be a Business Day) and (y) prior to 11:00 a.m. (Eastern time) 12:00 noon three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, and (iv) in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bank3:00 p.m. on the date of the requested Borrowing.
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Procedure for Revolving Loan Borrowings. The (a) Each Borrowing of ------------------------------------------- Revolving Loans shall be made upon the Company, on behalf 's irrevocable written notice delivered to the Agent as described in Section 10.02 in the form of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern Houston time) (i) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Adjusted CD Rate Borrowing or Index Rate Borrowing and Revolving Loans, (y) prior to 11:00 a.m. (Eastern timeii) three (3) Business Days prior to the requested date Borrowing Date, in the case of each LIBOR Revolving Loans, and (iii) on the requested Borrowing Date, in the case of Base Rate Revolving Loans, specifying:
(A) the amount of the Borrowing. Each Notice of Borrowing under this Section , which shall be irrevocable and shall specify: in an aggregate amount not less than the Minimum Tranche;
(iB) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), ;
(iiiC) the Type of the Revolving Loans comprising the Borrowing;
(D) in the case of Adjusted CD Rate Revolving Loans and LIBOR Revolving Loans, 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 Adjusted CD Rate Revolving Loans or LIBOR Revolving Loans, such Interest Period shall be 90 days (in the case of an Adjusted CD Rate Revolving Loan) and three months (in the case of a LIBOR Revolving Loan); provided, however, that with respect to a Borrowing, if any, to be made on the -------- ------- Closing Date, the Notice of Borrowing shall be delivered to the Agent not later than 11:00 a.m. (Houston time) on the Closing Date and such Borrowing will consist of Base Rate Revolving Loans only.
(b) Upon receipt of the Notice of Borrowing, the Agent will promptly notify each Bank thereof and of the amount of such Bank's Commitment Percentage of such Borrowing, .
(ivc) Each Bank will make the amount of its Commitment Percentage of such Borrowing available to the Agent for the account of the Company at the Agent's Payment Office on the Borrowing Date requested by the Company in immediately available funds by 1:00 p.m. (Houston time) in the case of a Borrowing comprised of Adjusted CD Rate Revolving Loans or LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period)Revolving Loans, and by 1:00 p.m. (vHouston time) at in the option case of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely comprised of Base Rate Revolving Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan all such Loans will then be credited made available to a deposit account maintained the Company by the Agent by wire transfer of immediately available funds in accordance with written instructions provided to the Administrative Agent by the Company. In addition , unless on the date of the Borrowing all or any portion of the proceeds thereof shall then be required to be applied to the foregoingrepayment of any outstanding Swingline Loans pursuant to Section 2.05(f), as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans in which case such proceeds or portion thereof shall be applied to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bankrepayment of such Swingline Loans.
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Procedure for Revolving Loan Borrowings. The (a) Each Borrowing of --------------------------------------- Revolving Loans shall be made upon the Company, on behalf 's irrevocable written notice delivered to the Agent as described in Section 10.02 in the form of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern Houston time) (i) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Adjusted CD Rate Borrowing or Index Rate Borrowing and Revolving Loans, (y) prior to 11:00 a.m. (Eastern timeii) three (3) Business Days prior to the requested date Borrowing Date, in the case of each LIBOR Revolving Loans, and (iii) on the requested Borrowing Date, in the case of Base Rate Revolving Loans, specifying:
(A) the amount of the Borrowing. Each Notice of Borrowing under this Section , which shall be irrevocable and shall specify: in an aggregate amount not less than the Minimum Tranche;
(iB) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), ;
(iiiC) the Type of the Revolving Loans comprising the Borrowing;
(D) in the case of Adjusted CD Rate Revolving Loans and LIBOR Revolving Loans, 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 Adjusted CD Rate Revolving Loans or LIBOR Revolving Loans, such Interest Period shall be 90 days (in the case of an Adjusted CD Rate Revolving Loan) and three months (in the case of a LIBOR Revolving Loan); provided, however, that with respect to a Borrowing, if any, to be made on the -------- ------- Closing Date, the Notice of Borrowing shall be delivered to the Agent not later than 11:00 a.m. (Houston time) on the Closing Date and such Borrowing will consist of Base Rate Revolving Loans only.
(b) Upon receipt of the Notice of Borrowing, the Agent will promptly notify each Bank thereof and of the amount of such Bank's Commitment Percentage of such Borrowing, .
(ivc) Each Bank will make the amount of its Commitment Percentage of such Borrowing available to the Agent for the account of the Company at the Agent's Payment Office on the Borrowing Date requested by the Company in immediately available funds by 1:00 p.m. (Houston time) in the case of a Borrowing comprised of Adjusted CD Rate Revolving Loans or LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period)Revolving Loans, and by 1:00 p.m. (vHouston time) at in the option case of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely comprised of Base Rate Revolving Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan all such Loans will then be credited made available to a deposit account maintained the Company by the Agent by wire transfer of immediately available funds in accordance with written instructions provided to the Administrative Agent by the Company. In addition , unless on the date of the Borrowing all or any portion of the proceeds thereof shall then be required to be applied to the foregoingrepayment of any outstanding Swingline Loans pursuant to Section 2.05(f), as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans in which case such proceeds or portion thereof shall be applied to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bankrepayment of such Swingline Loans.
Appears in 1 contract
Procedure for Revolving Loan Borrowings. The (a) Each Borrowing of ---------------------------------------- Revolving Loans shall be made upon the Company, on behalf 's irrevocable written notice delivered to the Agent as described in Section 10.02 in the form of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern Houston time) (i) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Adjusted CD Rate Borrowing or Index Rate Borrowing and Revolving Loans, (y) prior to 11:00 a.m. (Eastern timeii) three (3) Business Days prior to the requested date Borrowing Date, in the case of each LIBOR Revolving Loans, and (iii) on the requested Borrowing Date, in the case of Base Rate Revolving Loans, specifying:
(A) the amount of the Borrowing. Each Notice of Borrowing under this Section , which shall be irrevocable and shall specify: in an aggregate amount not less than the Minimum Tranche;
(iB) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), ;
(iiiC) the Type of the Revolving Loans comprising the Borrowing;
(D) in the case of Adjusted CD Rate Revolving Loans and LIBOR Revolving Loans, 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 Adjusted CD Rate Revolving Loans or LIBOR Revolving Loans, such Interest Period shall be 90 days (in the case of an Adjusted CD Rate Revolving Loan) and three months (in the case of a LIBOR Revolving Loan); provided, however, that with respect to a Borrowing, if any, to be made on the -------- ------- Closing Date, the Notice of Borrowing shall be delivered to the Agent not later than 11:00 a.m. (Houston time) on the Closing Date and such Borrowing will consist of Base Rate Revolving Loans only.
(b) Upon receipt of the Notice of Borrowing, the Agent will promptly notify each Bank thereof and of the amount of such Bank's Commitment Percentage of such Borrowing, .
(ivc) Each Bank will make the amount of its Commitment Percentage of such Borrowing available to the Agent for the account of the Company at the Agent's Payment Office on the Borrowing Date requested by the Company in Immediately available funds by 1:00 p.m. (Houston time) in the case of a Borrowing comprised of Adjusted CD Rate Revolving Loans or LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period)Revolving Loans, and by 1:00 p.m. (vHouston time) at in the option case of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely comprised of Base Rate Revolving Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan all such Loans will then be credited made available to a deposit account maintained the Company by the Agent by wire transfer of immediately available funds in accordance with written instructions provided to the Administrative Agent by the Company. In addition , unless on the date of the Borrowing all or any portion of the proceeds thereof shall then be required to be applied to the foregoingrepayment of any outstanding Swingline Loans pursuant to Section 2.05(f), as long as SunTrust Bank is in which case such proceeds or portion thereof shall be applied to the only repayment of such Swingline Loans.
(d) After giving effect to any Borrowing of Revolving Credit LenderLoans, it agrees to make there may not be more than (i) four different Interest Periods in effect in respect of all Adjusted CD Rate Revolving Loans to the Company from time to time together then outstanding and (ii) four different Interest Periods in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bankeffect in respect of all LIBOR Revolving Loans together then outstanding.
Appears in 1 contract
Procedure for Revolving Loan Borrowings. The (a) Each Borrowing of Revolving Loans shall be made upon the Company, on behalf 's irrevocable written notice delivered to the Agent as described in Section 10.02 in the form of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. 12:00 noon (Eastern New York City time)
(i) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Adjusted CD Rate Borrowing or Index Rate Borrowing and Revolving Loans, (y) prior to 11:00 a.m. (Eastern timeii) three (3) Business Days prior to the requested date Borrowing Date, in the case of each LIBOR Revolving Loans, and (iii) on the requested Borrowing Date, in the case of Base Rate Revolving Loans, specifying:
(A) the amount of the Borrowing. Each Notice of Borrowing under this Section , which shall be irrevocable and shall specify: in an aggregate amount not less than the Minimum Tranche;
(iB) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), ;
(iiiC) the Type of the Revolving Loans comprising the Borrowing;
(D) in the case of Adjusted CD Rate Revolving Loans and LIBOR Revolving Loans, 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 Adjusted CD Rate Revolving Loans or LIBOR Revolving Loans, such Interest Period shall be 90 days (in the case of an Adjusted CD Rate Revolving Loan) and three months (in the case of a LIBOR Revolving Loan); PROVIDED, HOWEVER, that with respect to a Borrowing, if any, to be made on the Closing Date, the Notice of Borrowing shall be delivered to the Agent not later than 12:00 noon (New York City time) on the Closing Date and such Borrowing will consist of Base Rate Revolving Loans only.
(b) Upon receipt of the Notice of Borrowing, the Agent will promptly notify each Bank thereof and of the amount of such Bank's Commitment Percentage of such Borrowing, .
(ivc) Each Bank will make the amount of its Commitment Percentage of such Borrowing available to the Agent for the account of the Company at the Agent's Payment Office on the Borrowing Date requested by the Company in immediately available funds by 2:00 p.m. (New York City time) in the case of a Borrowing comprised of Adjusted CD Rate Revolving Loans or LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period)Revolving Loans, and by 2:00 p.m. (vNew York City time) at in the option case of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely comprised of Base Rate Revolving Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan all such Loans will then be credited made available to a deposit account maintained the Company by the Agent by wire transfer of immediately available funds in accordance with written instructions provided to the Administrative Agent by the Company. In addition , unless on the date of the Borrowing all or any portion of the proceeds thereof shall then be required to be applied to the foregoingrepayment of any outstanding Swingline Loans pursuant to Section 2.05(f), as long as SunTrust Bank is in which case such proceeds or portion thereof shall be applied to the only repayment of such Swingline Loans.
(d) After giving effect to any Borrowing of Revolving Credit LenderLoans, it agrees to make there may not be more than (i) four different Interest Periods in effect in respect of all Adjusted CD Rate Revolving Loans to the Company from time to time together then outstanding and (ii) four different Interest Periods in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bankeffect in respect of all LIBOR Revolving Loans together then outstanding.
Appears in 1 contract
Procedure for Revolving Loan Borrowings. The Company, Borrower may request to borrow under the Revolving Line of Credit on behalf of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l) Business any Banking Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing and (y) Revolving Credit Termination Date by giving Lender irrevocable notice prior to 11:00 a.m. 12:30 p.m. (Eastern eastern standard time) (a) on the Banking Day of the proposed borrowing date, in the case of Prime Rate Loans, or (b) three (3) Business Banking Days prior to the requested date proposed borrowing date, in the case of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: Euro-Rate Loans, specifying (i) the aggregate principal amount of such Revolving Loan Borrowingto be borrowed, (ii) the requested borrowing date of such Revolving Loan Borrowing (which shall must be a Business Banking Day), (iii) the Type of whether the Revolving Loans comprising such Borrowingto be borrowed will be Euro-Rate Loans and/or Prime Rate Loans, and (iv) in the case of a LIBOR BorrowingEuro-Rate Loans, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of relevant Euro-Rate Interest Period), . Borrower may select different interest rate options to apply simultaneously to different Revolving Loans and may select up to three (v3) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Reportdifferent interest periods to apply simultaneously to different Euro-Rate Loans. Subject to the provisions terms of Section 2.10(e)this Agreement, each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that not later than 3:00 p.m. (eastern standard time) on the Closing Date all Revolving Loans borrowing date specified in such notice, subject to the terms and conditions hereof, Lender shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and make the amount of such Revolving Loan available to Borrower by depositing such amount in immediately available funds in the account of Borrower with Lender. Each borrowing of Euro-Rate Loans under the Revolving Line of Credit Lender’s shall be in a minimum amount of $500,000 and each borrowing of Prime Rate Loans under the Revolving Line of Credit shall be in a minimum amount of $250,000. Subject to the terms of this Agreement, at the end of any Euro-Rate Interest Period applicable to a Euro-Rate Loan, Borrower may renew such Loan as a Euro-Rate Loan or convert such Loan to a Prime Rate Loan. If no notice of conversion or renewal is received by Lender prior to three (3) Banking Days before the end of such Euro-Rate Interest Period, Borrower shall be deemed to have converted such Loan to a Prime Rate Loan. All notices given by Borrower to Lender pursuant to this Section 2.3 may be by telephone (confirmed immediately in writing). Lender shall give Borrower prompt notice of the Euro-Rate determined in accordance with this Agreement, and any such determination shall be conclusive absent manifest error.
Subsection 4.1 (a)(i) of the Agreement is hereby amended to read in its entirety as follows:
(i) Each Revolving Loan shall bear interest, at the selection of Borrower, at (A) a fluctuating rate per annum equal to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company Prime Rate in effect from time to time time, each change in written instruments delivered such fluctuating rate to take effect simultaneously with the Administrative Agent; providedcorresponding change in the Prime Rate, howeverwithout notice to Borrower, that or (B) subject to Section 4.9 hereof, at a rate per annum equal to two percent (2%) per annum above the Borrowers shall remain liable with respect Euro-Rate for the Euro-Rate Interest Period in an amount equal to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds and having a comparable maturity as determined at or about 11 a.m. (eastern time) two Banking Days prior to the commencement of the Euro-Rate Interest Period, each Revolving Loan will be credited change in the Euro-Rate as the result of any change in the Euro-Rate Reserve Percentage to a deposit account maintained take effect simultaneously with the Administrative Agent by effective date of such change in the CompanyEuro-Rate Reserve Percentage."
7. In addition Subsection 4.1(a)(ii) of the Agreement is hereby amended to the foregoing, read in its entirety as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bank.follows:
Appears in 1 contract
Procedure for Revolving Loan Borrowings. The Company, on behalf of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l1) Business Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing and (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, and (iv) in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers to finance the acquisition by the Company of the Acquired SGS Stock pursuant to the SGS Transaction Documents, to refinance the existing Debt of the Existing Borrowers under the Existing Loan Agreement and to pay fees and expenses relating to this Agreement and the Loans, to finance Permitted Acquisitions, for general corporate purposes and for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bank.
Appears in 1 contract
Samples: Loan and Security Agreement (Global Defense Technology & Systems, Inc.)
Procedure for Revolving Loan Borrowings. The CompanyBorrower may borrow Dollar Revolving Loans under the Revolving Commitments during the Revolving Commitment Period on any Business Day, on behalf of provided that the Borrowers, Borrower shall give the Administrative Agent a Notice of Borrowing with respect irrevocable notice (which notice must be received by the Administrative Agent prior to each Revolving Loan Borrowing 12:00 Noon, Charlotte, North Carolina time, (x) three Business Days prior to 11:00 a.m. the requested Borrowing Date, in the case of Eurodollar Loans, or (Eastern timey) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Rate ABR Loans), specifying () the amount and Type of Dollar Revolving Loans to be borrowed, () the requested Borrowing or Index Rate Borrowing Date and (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, (iv) in the case of a LIBOR BorrowingEurodollar Loans, the duration respective amounts of such Type of Loan and the respective lengths of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Reporttherefor. Subject to the provisions of Section 2.10(e), each Any Dollar Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that made on the Closing Date all shall initially be ABR Loans and, unless otherwise agreed by the Administrative Agent in its sole discretion, no Revolving Loan may be converted into or continued as a Eurodollar Loan having an Interest Period in excess of one month prior to the date that is 60 days after the Closing Date. Each borrowing of Dollar Revolving Loans under the Revolving Commitments shall be Index Rate 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 Revolving Commitments are less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, $5,000,000 or a whole multiple of $1,000,000 in excess thereof; provided, that the Swingline Lender may make, at the request of the Borrower, Dollar Swingline Loans in other amounts pursuant to Section 2.6. Promptly following the Upon receipt of a Notice of Borrowing in accordance with this Sectionany such notice from the Borrower, the Administrative Agent shall advise promptly notify each Revolving Credit Lender of the details thereof and thereof. Each Revolving Lender will make the amount of such Revolving Credit Lender’s its pro rata share of each Dollar Revolving Loan borrowing available to be made as part the Administrative Agent for the account of the Borrower at the Funding Office prior to 12:00 Noon, Charlotte, North Carolina time, on the Borrowing Date requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered funds immediately available to the Administrative Agent; provided, however, that . Such borrowing will then be made available to the Borrowers shall remain liable Borrower by the Administrative Agent crediting the account of the Borrower on the books of such office with respect the aggregate of the amounts made available to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition to Revolving Lenders and in like funds as received by the foregoing, as long as SunTrust Bank is the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust BankAdministrative Agent.
Appears in 1 contract
Procedure for Revolving Loan Borrowings. The (a) Each Borrowing of Revolving Loans shall be made upon the Company, on behalf 's irrevocable written notice delivered to the Agent as described in Section 10.02 in the form of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern Houston time) (i) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Adjusted CD Rate Borrowing or Index Rate Borrowing and Revolving Loans, (y) prior to 11:00 a.m. (Eastern timeii) three (3) Business Days prior to the requested date Borrowing Date, in the case of each LIBOR Revolving Loans, and (iii) on the requested Borrowing Date, in the case of Base Rate Revolving Loans, specifying:(A) the amount of the Borrowing. Each Notice of Borrowing under this Section , which shall be irrevocable and shall specify: (iin an aggregate amount not less than the Minimum Tranche;(B) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iiiDay;(C) the Type of the Revolving Loans comprising the Borrowing;(D) in the case of Adjusted CD Rate Revolving Loans and LIBOR Revolving Loans, the duration of the Interest Period applicable to such BorrowingLoans included in such notice. If the Notice of Borrowing fails to specify the duration of the Interest Period for any Borrowing comprised of Adjusted CD Rate Revolving Loans or LIBOR Revolving Loans, such Interest Period shall be 90 days (ivin the case of an Adjusted CD Rate Revolving Loan) and three months (in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest PeriodRevolving Loan), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereundera Borrowing, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds any, to be made on the Closing Date, the Notice of each Revolving Loan will Borrowing shall be credited to a deposit account maintained with the Administrative Agent by the Company. In addition delivered to the foregoing, as long as SunTrust Bank is Agent not later than 11:00 a.m. (Houston time) on the only Revolving Credit Lender, it agrees to make Closing Date and such Borrowing will consist of Base Rate Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bankonly.
Appears in 1 contract
Procedure for Revolving Loan Borrowings. The CompanySubject to the --------------------------------------- terms and conditions of this Agreement, the Borrower may borrow under the Revolving Commitments and/or under any Incremental Revolving Commitments comprising an Incremental Facility then in effect, in each case on behalf of any Business Day during the Borrowers, Revolving Commitment Period; provided that the Borrower shall -------- give the Administrative Agent a an irrevocable Notice of Borrowing, which Notice of Borrowing with respect to each Revolving Loan Borrowing (x) must be received by the Administrative Agent prior to 11:00 a.m. A.M., Dallas, Texas time, (Eastern timei) three Business Days prior to the requested Borrowing Date, if all or any part of the requested Revolving Loans are to be initially Eurodollar Loans, or (ii) one (l) Business Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing and Date otherwise, specifying (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (iA) the aggregate principal amount of such Revolving Loan the Borrowing, (iiB) the date of such Revolving Loan requested Borrowing (which shall be a Business Day)Date, (iiiC) the Type or Types of the Revolving Loans comprising such Borrowing, and (ivD) in if the case Borrowing is to be entirely or partly of a LIBOR BorrowingEurodollar Loans, the duration respective amounts of each Tranche and the respective lengths of the initial Interest Period applicable thereto Periods therefor (subject to the provisions of the definition of Interest Period), and (v) at . Each Borrowing under the option Revolving Commitments or under any Incremental Facility consisting of the Administrative Agent, Incremental Revolving Commitments shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject in an amount equal to (x) in the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely case of Base Rate Loans, Index Rate Loans $1,000,000 or LIBOR a whole multiple of $500,000 in excess thereof (or, if the Aggregate Available Revolving Commitment is less than $1,000,000, such lesser amount) and (y) in the case of Eurodollar Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans each Tranche shall be Index Rate Loans$1,000,000 or a whole multiple of $500,000 in excess thereof. Promptly following the Upon receipt of a Notice of Borrowing in accordance with respect to a Borrowing under this SectionSection 2.03(a), the --------------- Administrative Agent shall promptly notify each relevant Bank of such Borrowing. Each Revolving Bank will make the amount of its pro rata share of each requested Borrowing made under the applicable Incremental Facility, as applicable, available to the Administrative Agent shall advise each Revolving Credit Lender for the account of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by Borrower at the Administrative Agent's Payment Office prior to 1:00 P.M., any request made by telephone shall include all of Dallas, Texas time on the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed Date requested by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time Borrower in written instruments delivered funds immediately available to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to . Unless any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who applicable condition of Article V has not been so designated. The satisfied, the proceeds of each Revolving Loan such --------- Borrowing or Borrowings will then be credited made available to a deposit account maintained the Borrower by the Administrative Agent by wire transfer in accordance with written instructions provided to the Administrative Agent by the Company. In addition Borrower with the aggregate of the amounts made available to the foregoingAdministrative Agent by the Revolving Banks and/or the relevant Incremental Revolving Banks, as long applicable, and in like funds as SunTrust Bank is received by the only Revolving Credit Lender, it agrees to make Revolving Loans to the Company from time to time in accordance with the treasury and cash management services and products provided to the Company by SunTrust BankAdministrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Nexstar Broadcasting of the Wichita Falls LLC)
Procedure for Revolving Loan Borrowings. The (a) Each Borrowing of Revolving Loans shall be made upon the Company, on behalf 's irrevocable written notice delivered to the Agent as described in Section 10.02 in the form of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. 12:00 noon (Eastern New York City time) (i) one (l) Business Day prior to the requested date Borrowing Date, in the case of each Base Adjusted CD Rate Borrowing or Index Rate Borrowing and Revolving Loans, (y) prior to 11:00 a.m. (Eastern timeii) three (3) Business Days prior to the requested date Borrowing Date, in the case of each LIBOR Revolving Loans, and (iii) on the requested Borrowing Date, in the case of Base Rate Revolving Loans, specifying:
(A) the amount of the Borrowing. Each Notice of Borrowing under this Section , which shall be irrevocable and shall specify: in an aggregate amount not less than the Minimum Tranche;
(iB) the aggregate principal amount of such Revolving Loan Borrowingrequested Borrowing Date, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), ;
(iiiC) the Type of the Revolving Loans comprising the Borrowing; and
(D) in the case of Adjusted CD Rate Revolving Loans and LIBOR Revolving Loans, 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 Adjusted CD Rate Revolving Loans or LIBOR Revolving Loans, such Interest Period shall be 90 days (in the case of an Adjusted CD Rate Revolving Loan) or three months (in the case of a LIBOR Revolving Loan); provided, however, that with respect to a Borrowing, if any, to be made on the Closing Date, the Notice of Borrowing shall be delivered to the Agent not later than 12:00 noon (New York City time) on the Closing Date and such Borrowing will consist of Base Rate Revolving Loans only.
(b) Upon receipt of the Notice of Borrowing, the Agent will promptly notify each Bank thereof and of the amount of such Bank's Commitment Percentage of such Borrowing, .
(ivc) Each Bank will make the amount of its Commitment Percentage of such Borrowing available to the Agent for the account of the Company at the Agent's Payment Office on the Borrowing Date requested by the Company in immediately available funds by 2:00 p.m. (New York City time) in the case of a Borrowing comprised of Adjusted CD Rate Revolving Loans or LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period)Revolving Loans, and by 2:00 p.m. (vNew York City time) at in the option case of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely comprised of Base Rate Revolving Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan all such Loans will then be credited made available to a deposit account maintained the Company by the Agent by wire transfer of immediately available funds in accordance with written instructions provided to the Administrative Agent by the Company. In addition , unless on the date of the Borrowing all or any portion of the proceeds thereof shall then be required to be applied to the foregoingrepayment of any outstanding Swingline Loans pursuant to Section 2.05(f), as long as SunTrust Bank is in which case such proceeds or portion thereof shall be applied to the only repayment of such Swingline Loans.
(d) After giving effect to any Borrowing of Revolving Credit LenderLoans, it agrees to make there may not be more than (i) four different Interest Periods in effect in respect of all Adjusted CD Rate Revolving Loans to the Company from time to time together then outstanding and (ii) four different Interest Periods in accordance with the treasury and cash management services and products provided to the Company by SunTrust Bankeffect in respect of all LIBOR Revolving Loans together then outstanding.
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Samples: 364 Day Revolving Credit Agreement (Compaq Computer Corp)
Procedure for Revolving Loan Borrowings. The Company, on behalf of the Borrowers, shall give the Administrative Agent a Notice of Borrowing with respect to each Revolving Loan Borrowing (x) prior to 11:00 a.m. (Eastern time) one (l1) Business Day prior to the requested date of each Base Rate Borrowing or Index Rate Borrowing and (y) prior to 11:00 a.m. (Eastern time) three (3) Business Days prior to the requested date of each LIBOR Borrowing. Each Notice of Borrowing under this Section shall be irrevocable and shall specify: (i) the aggregate principal amount of such Revolving Loan Borrowing, (ii) the date of such Revolving Loan Borrowing (which shall be a Business Day), (iii) the Type of the Revolving Loans comprising such Borrowing, (iv) in the case of a LIBOR Borrowing, the duration of the initial Interest Period applicable thereto (subject to the provisions of the definition of Interest Period), and (v) at the option of the Administrative Agent, shall be accompanied by a current Borrowing Base Certificate and a current Aging Report. Subject to the provisions of Section 2.10(e), each Revolving Loan Borrowing shall consist entirely of Base Rate Loans, Index Rate Loans or LIBOR Loans, as the Company may request, provided, that on the Closing Date all Revolving Loans shall be Index Rate Loans. Promptly following the receipt of a Notice of Borrowing in accordance with this Section, the Administrative Agent shall advise each Revolving Credit Lender of the details thereof and the amount of such Revolving Credit Lender’s Revolving Loan to be made as part of the requested Revolving Loan Borrowing. If required by the Administrative Agent, any request made by telephone shall include all of the information required by a current Borrowing Base Certificate and a current Aging Report. Each Borrower appoints the Company as its agent to request and receive the proceeds of the Revolving Loans on behalf of all Borrowers. The Company agrees to distribute the proceeds of the Revolving Loans among the Borrowers when and as needed by the Borrowers for working capital. Revolving Loans may be requested by those individuals designated by the Company from time to time in written instruments delivered to the Administrative Agent; provided, however, that the Borrowers shall remain liable with respect to any Revolving Loan disbursed by any Lender in good faith hereunder, even if such Revolving Loan is requested by an individual who has not been so designated. The proceeds of each Revolving Loan will be credited to a deposit account maintained with the Administrative Agent by the Company. In addition The Company agrees to confirm in writing from time to time, when and as reasonably requested by the Administrative Agent, the purpose for which the proceeds of each Revolving Loan were used. Any loans and letters of credit made or issued pursuant to the Existing Agreement and outstanding on the Closing Date, shall be deemed to be outstanding Revolving Loans and Letters of Credit, respectively, under this Agreement. Subject to the foregoing, as long as SunTrust Bank is the only Revolving Credit LenderExisting Agreement and any and all notes, it agrees to make Revolving Loans to agreements and security documents regarding such Existing Agreement, related thereto, or governing or securing the Company from time to time in accordance with the treasury obligations or indebtedness of any Borrower thereunder, are hereby released and cash management services terminated and products provided to the Company by SunTrust Bankare of no further force and effect.
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