Rate Elections. Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line Advance) as a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower may not make such election, and Administrative Agent and Lenders shall not be required to give effect to such election, during the continuance of a Default and Borrower may make such an election with respect to already existing Eurodollar Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche shall: (a) Be made in writing in the form and substance of Exhibit D attached hereto, duly completed, herein called a "Rate Election"; (b) Specify the aggregate amount of the Loans which Borrower desires to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and (c) Be received by Administrative Agent not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 or a higher integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen (15) Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 3 contracts
Samples: Credit Facility Agreement (Pioneer Natural Resources Co), Credit Facility Agreement (Pioneer Natural Resources Co), Credit Facility Agreement (Pioneer Natural Resources Co)
Rate Elections. Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche", which term refers to a set of Eurodollar Fixed Rate Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without the consent of Required Majority Lenders, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default under Section 5.2 or of an Event of Default, and Borrower may make such an election with respect to already existing Eurodollar Fixed Rate Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche shall:
(a) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoC, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans which Borrower desires to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such election (herein called a "Rate Election Election") which meets the requirements of this Sectionsection, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 3,000,000 or a higher integral multiple of $1,000,000more. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen (15) five Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 2 contracts
Samples: Credit Agreement (Nuevo Energy Co), Credit Agreement (Nuevo Energy Co)
Rate Elections. Borrower may from time to time designate all or any portions portion of the Loans outstanding principal balance of all Advances (including any yet to be yet-to-be-made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions portion of the Loans which are such Advances required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche"Fixed Rate Portion; provided that, which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without without the consent of Required Lendersthe Bank, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default and Borrower may make such an election with respect to an already existing Eurodollar Portions Fixed Rate Portion only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable theretoto such already existing Fixed Rate Portion. Each election by Borrower of a Tranche Fixed Rate Portion shall:
(a) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoE, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans outstanding principal balance of all Advances which Borrower desires to designate as such Tranchea Fixed Rate Portion, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent the Bank not later than 10:00 a.m., DallasDenver, Texas Colorado time, on the third second Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election Each election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each Section 2.09 (herein called a "Rate Election Election") shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.11.01, and the aggregate amount of the Tranche Fixed Rate Portion elected in any Rate Election must be $10,000,000 or a higher an integral multiple of $1,000,000100,000. Upon the termination of each Eurodollar Interest Period Period, the portion of each the Loan within theretofore constituting the related Tranche Fixed Rate Portion shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such the Base Rate Portion. Borrower shall have no more than fifteen (15) Tranches five Fixed Rate Portions in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 2 contracts
Samples: Credit Agreement (St Mary Land & Exploration Co), Credit Agreement (St Mary Land & Exploration Co)
Rate Elections. Borrower may from time to time designate all or any portions portion of the Loans Loan (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions portion of the Loans Loan which are is required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without Fixed Rate Portion; provided that without the consent of Required Lenders, Bank One Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default and that Borrower may make such an election with respect to an already existing Eurodollar Portions Fixed Rate Portion only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable theretoto such already existing Fixed Rate Portion. Each election by Borrower of a Tranche Fixed Rate Portion shall:
(a) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoH, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans Loan which Borrower desires to designate as such Tranchea Fixed Rate Portion, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent Bank One not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election Each election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each section (herein called a "Rate Election Election") shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, 1.1 and the aggregate amount of the Tranche Fixed Rate Portion elected in any Rate Election must be at least $10,000,000 or a higher integral multiple of $1,000,000100,000. Upon the termination of each Eurodollar Interest Period the portion of each the Loan within theretofore constituting the related Tranche Fixed Rate Portion shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such the Base Rate Portion. Borrower shall have no more than fifteen seven (157) Tranches Fixed Rate Portions in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 1 contract
Samples: Credit Agreement (Cameron Ashley Building Products Inc)
Rate Elections. Borrower may from time to time designate all or any portions -------------- portion of the Loans Loan (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions portion of the Loans Loan which are is required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without Portion; provided that without the consent of Required Lenders, Lender Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default and that Borrower may make such an election with respect to an already existing Eurodollar Portions Portion only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable theretoto such already existing Eurodollar Portion. Each election by Borrower of a Tranche Eurodollar Portion shall:
(ai) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached hereto"G", duly completed, herein called a "Rate Election";
(bii) Specify the aggregate amount of the Loans Loan which Borrower desires to designate as such Tranchea Eurodollar Portion, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(ciii) Be received by Administrative Agent Lender not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election Each election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each section (herein called a "Rate Election Election") shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, 1.01 and the aggregate amount of the Tranche Eurodollar Portion elected in any Rate Election must be $10,000,000 or a higher an integral multiple of $1,000,00050,000. Upon the termination of each Eurodollar Interest Period the portion of each the Loan within theretofore constituting the related Tranche Eurodollar Portion shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such the Base Rate Portion. Borrower shall have no more than fifteen seven (157) Tranches Eurodollar Portions in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 1 contract
Samples: Credit Agreement (Nab Asset Corp)
Rate Elections. Interest Rates. ------------------------------
(a) Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances Loans which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "LIBOR Tranche", which term refers to a set of Eurodollar LIBOR Rate Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such LIBOR Tranche in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default and Borrower may make such an election with respect to already existing Eurodollar LIBOR Rate Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a LIBOR Tranche shall:
(ai) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoC, duly completed, herein called a "Rate Election";
(bii) Specify the aggregate amount of the Loans which Borrower desires to designate as such LIBOR Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(ciii) Be received by Administrative Agent not later than 10:00 11:00 a.m., Dallas, Texas Central time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such election (a "Rate Election Election" ) which meets the ------------- requirements of this Sectionsection, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the LIBOR Tranche elected in any Rate Election must be $10,000,000 1,000,000 or a higher integral multiple of $1,000,000500,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related LIBOR Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen nine (159) LIBOR Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of calculating such limitation, any determination LIBOR Tranche as to which all Lenders have not participated shall not be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it included.
(b) Accrued interest on each Loan shall be conclusively assumed payable as follows: (i) interest on Base Rate Loans shall accrue at a rate per annum equal to the Base Rate from time to time in effect plus the Base Rate Spread plus the Deficiency ---- ---- Spread, but in no event to exceed the Highest Lawful Rate, (ii) interest on LIBOR Rate Loans shall accrue at a rate per annum equal to the Adjusted LIBOR Rate from time to time in effect plus the LIBOR Spread plus the Deficiency ---- Spread, but in no event to exceed the Highest Lawful Rate, and (iii) all LIBOR Rate Loans shall bear interest from and including the first day of the applicable Interest Period to (but not including) the last day of such Interest Period at the interest rate determined as applicable to such LIBOR Rate Loan in accordance with clause (ii) above.
(c) Interest accrued on each Loan shall be payable, without duplication: (i) on the Final Maturity Date therefor; (ii) on the date of any payment or prepayment, in whole or in part, of principal outstanding on such Loan; (iii) with respect to all Loans, on each Interest Payment Date; (iv) with respect to any Base Rate Loans converted into LIBOR Rate Loans on a day when interest would not otherwise have been payable pursuant to clause (iii), on the date of such ----------- conversion; and (v) on that portion of any Loans the maturity date of which is accelerated pursuant to Section 8.1, immediately upon such Lender elected acceleration. Interest accrued on Loans or other monetary Obligations arising under this Agreement or any other Loan Document after the date such amount is due and payable (whether on the Final Maturity Date, upon acceleration or otherwise) shall be payable upon demand.
(d) After the date any principal amount of any Loan is due and payable (whether on the Final Maturity Date therefor, upon acceleration or otherwise), the Borrower shall pay, but only to fund all Eurodollar Portions the extent permitted by purchasing Dollar deposits in law, interest (both after and before judgment) at a rate per annum equal to the interbank eurodollar market lesser of its designated office(i) the Late Payment Rate and (ii) the Highest Lawful Rate.
Appears in 1 contract
Rate Elections. Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche", which term refers to a set of Eurodollar Fixed Rate Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without the consent of Required Majority Lenders, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default Default, and Borrower may make such an election with respect to already existing Eurodollar Fixed Rate Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche shall:
(a) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoC, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans which Borrower desires to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 a.m., DallasNew York, Texas New York time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving Within twenty-four hours of its receipt of any such election (herein called a "Rate Election Election") which meets the requirements of this Sectionsection, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 1,000,000 or a higher integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen five (155) Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 1 contract
Samples: Credit Agreement (Forcenergy Inc)
Rate Elections. Borrower may from time to time designate all or any portions of the Loans Revolving Loan Advances (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans Revolving Loan Advances which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line Advance) as a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and Portion with each Lender participating in such Tranche Eurodollar Portion in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower may not make such election, and Administrative Agent and Lenders shall not be required to give effect to such election, during the continuance of a Default and Borrower may make such an election with respect to already existing Eurodollar Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche Eurodollar Portion shall:
(a) Be made in writing in the form and substance of Exhibit D attached hereto, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans Revolving Loan Advances which Borrower desires to designate as such TrancheEurodollar Portion, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election which meets the requirements of this Sectionsection, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche Eurodollar Portion elected in any Rate Election must be $10,000,000 or a higher integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period Period, the portion of each Loan within the related Tranche Eurodollar Portion subject thereto shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen (15) Tranches Eurodollar Portions in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a each Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, branch or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 1 contract
Rate Elections. Borrower (a) Each Revolving Borrowing and Term -------------- Borrowing initially shall be of the Type specified in the applicable Borrowing Request and, in the case of a Eurodollar Borrowing, shall have an initial Interest Period as specified in such Borrowing Request. Each B/A Drawing shall have a Contract Period as specified in the applicable request therefor. After the initial Borrowings and B/A Drawings, the Borrowers may from time elect to time designate all convert and continue such Borrowings and B/A Drawings as provided in this Section (it being understood that no B/A Drawing may be converted or any continued other than at the end of the Contract Period applicable thereto). The Borrowers may elect different options with respect to different portions of the affected Borrowings or B/A Drawings, in which case each such portion shall be allocated ratably among the Lenders holding the Loans comprising such Borrowings or accepting the B/As comprising such B/A Drawings, as the case may be, and any Loans or B/As resulting from an election made with respect to any such portion shall be considered a separate Borrowing or B/A Drawing. Notwithstanding any other provision of this Section, no Canadian Term Borrowing or B/A Drawing may be converted into or continued as a B/A Drawing with a Contract Period ending after the next date on which a payment is to become due under Section 2.10(b) unless, after giving effect to such conversion or continuation, the amount of such payment does not exceed the sum of (including any yet i) the aggregate outstanding principal amount of the Canadian Term Borrowings and (ii) the aggregate face amount of the outstanding B/As with Contract Periods ending prior to such date.
(b) To make an election pursuant to this Section, the applicable Borrower shall notify the Applicable Agent of such election by telephone (i) in the case of an election that will result in a Borrowing or the continuation of a Borrowing, by the time that a Borrowing Request would be required under Section 2.03 if the applicable Borrower were requesting a Borrowing of the Type and Class resulting or continuing from such election to be made Revolving Loan Advances on the effective date of such election and (b) in the case of an election that will result in a B/A Drawing or the continuation of a B/A Drawing, by the time specified in Section 2.04(c). Each such telephonic Rate Election Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Applicable Agent of a written Rate Election Request in a form approved by the Applicable Agent and signed by the applicable Borrower.
(c) Each telephonic and written Rate Election Request shall specify the following information in compliance with Section 2.02 or 2.04:
(i) the Borrowing or B/A Drawing to which such Rate Election Request applies and, if different options are being elected with respect to different portions thereof, the portions thereof to be made prior allocated to each resulting Borrowing or at B/A Drawing (in which case the beginning information to be specified pursuant to clauses (iii) and (iv) below shall be specified for each resulting Borrowing or B/A Drawing);
(ii) the effective date of the designated election made pursuant to such Rate Election Request, which shall be a Business Day;
(iii) in the case of an election with respect to a US Term Borrowing or a Revolving Borrowing, whether an ABR Borrowing or a Eurodollar Borrowing is elected, and in the case of an election with respect to a Canadian Term Borrowing or a B/A Drawing, whether a Canadian Term Borrowing or a B/A Drawing is elected; and
(iv) in the case of an election of a Eurodollar Borrowing, the Interest Period but excluding any portions to be applicable thereto, which shall be a period contemplated by the definition of the Loans which are required term "Interest Period", and in the case of an election of a B/A Drawing, the Contract Period to be repaid applicable thereto, which shall be a period contemplated by the definition of the term "Contract Period". If any such Rate Election Request requests a Eurodollar Borrowing or B/A Drawing but does not specify an Interest Period or Contract Period, then the applicable Borrower shall be deemed to have selected an Interest Period of one month's duration or a Contract Period of one month's duration, as the case may be.
(d) Promptly following receipt of an Rate Election Request, the Applicable Agent shall advise each applicable Lender of the details thereof and of such Lender's portion of each resulting Borrowing or B/A Drawing.
(e) If the applicable Borrower fails to deliver a timely Rate Election Request with respect to a Eurodollar Borrowing or B/A Drawing prior to the end of the designated Eurodollar Interest Period or Contract Period applicable thereto, then, unless such Borrowing or B/A Drawing is repaid as provided herein, at the end of such Interest Period or Contract Period such Borrowing or B/A Drawing shall be converted to an ABR Borrowing or a Canadian Base Rate Borrowing, as applicable. Notwithstanding any contrary provision hereof, if an Event of Default has occurred and excluding any Competitive Bid Advance is continuing and any Swing Line Advance) as a "Tranche"the US Agent, which term refers to a set of Eurodollar Portions at the request of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower so notifies the Borrowers, then, so long as an Event of Default is continuing (i) no outstanding Borrowing may not make such electionbe converted to or continued as a Eurodollar Borrowing or a B/A Drawing and (ii) unless repaid, and Administrative Agent and Lenders each Eurodollar Borrowing or B/A Drawing shall not be required converted to give effect to such electionan ABR Borrowing or a Canadian Base Rate Borrowing, during as applicable, at the continuance of a Default and Borrower may make such an election with respect to already existing Eurodollar Portions only if such election will take effect at or after the termination end of the Eurodollar Interest Period or Contract Period applicable thereto. Each election .
(f) Upon the conversion of any Canadian Term Borrowing or the continuation of any B/A Drawing (or portion thereof) to or as a B/A Drawing, the net amount that would otherwise be payable to CBIL by Borrower each Lender pursuant to Section 2.04(f) in respect of such new B/A Drawing shall be applied against the principal of the Canadian Term Loan made by such Lender (in the case of a Tranche shall:
conversion), or CBIL's obligation to reimburse such Lender in respect of the B/As accepted by such Lender under Section 2.04(i) (a) Be made in writing in the form and substance case of Exhibit D attached heretoa continuation), duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount as part of the Loans which Borrower desires such Canadian Term Borrowing to designate as be so converted or such Tranche, the first day of the Eurodollar Interest Period which is maturing B/A Drawing to apply theretobe so continued, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election which meets the requirements of this Section, Administrative Agent CBIL shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 or a higher integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen (15) Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be pay to such Lender for an amount equal to the account difference between the principal amount of such branchCanadian Term Loan or the aggregate face amount of such maturing B/As, as the case may be, and such net amount.
(g) The conversion or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes continuation of any determination to be made for purposes Borrowing or B/A drawing shall not constitute a repayment of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market amounts outstanding or a new advance of its designated officefunds hereunder.
Appears in 1 contract
Rate Elections. Borrower may from time to time designate all or any portions portion of the Loans Loan (including any yet to be yet-to-be-made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions portion of the Loans Loan which are is required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche"Fixed Rate Portion; provided that, which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without without the consent of Required Lenders, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default and Borrower may make such an election with respect to an already existing Eurodollar Portions Fixed Rate Portion only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable theretoto such already existing Fixed Rate Portion. Each election by Borrower of a Tranche Fixed Rate Portion shall:
(a) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoD, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans Loan which Borrower desires to designate as such Tranchea Fixed Rate Portion, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent Lenders not later than 10:00 a.m., DallasDenver, Texas Colorado time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election Each election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each Section 2.8 (herein called a "Rate Election Election") shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.11.1 above, and the aggregate amount of the Tranche Fixed Rate Portion elected in any Rate Election must be an amount greater than or equal to $10,000,000 or a higher 4,000,000 and an integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period Period, the portion of each the Loan within theretofore constituting the related Tranche Fixed Rate Portion shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such the Base Rate Portion. Borrower shall have no more than fifteen (15) Tranches eight Fixed Rate Portions in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 1 contract
Rate Elections. Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line Advance) as Unless a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating LIBOR Rate Election is in such Tranche in accordance with its Percentage Share. Without the consent of Required Lenderseffect, Borrower may not make such election, and Administrative Agent and Lenders shall not be required to give effect to such election, during the continuance of a Default and Borrower may make such an election with respect to already existing Eurodollar Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche shall:
(a) Be made in writing in the form and substance of Exhibit D attached hereto, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans which Borrower desires to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 or a higher integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen (15) Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made an effective Base Rate Election. Upon the conditions that: (a) Lender shall have received a LIBOR Rate Request from Borrower at least one (1) Business Day prior to the effective date of the LIBOR Rate Election, (b) as of the date of the LIBOR Rate Request and held by such Lenderthe effective date of the LIBOR Rate Election, there shall exist no Default or Event of Default, and the obligations (c) if Borrower previously has made any Rate Election hereunder by sending to Lender a Rate Request, as of the subject effective date of the LIBOR Rate Election, not less than thirty (30) days have elapsed since the effective date of the last such Rate Election made by Borrower hereunder, the LIBOR Rate Election shall become effective on the effective date specified in the related LIBOR Rate Request and shall continue in effect until otherwise provided herein. Upon the conditions that: (a) Lender shall have received a Base Rate Request from Borrower at least one (1) Business 5 Day prior to repay the effective date of the Base Rate Election, and (b) if Borrower previously has made any Rate Election hereunder by sending to Lender a Rate Request, as of the effective date of the Base Rate Election, not less than thirty (30) days have elapsed since the effective date of the last such Eurodollar Portion Rate Election made by Borrower hereunder, the Base Rate Election shall nevertheless become effective on the effective date specified in the related Base Rate Request and shall continue in effect until otherwise provided herein. The foregoing notwithstanding, should a Default or Event of Default occur and be continuing during any time that a LIBOR Rate Election is in effect, Lender may in its sole and absolute discretion terminate the effectiveness of the LIBOR Rate Election without notice to such Lender for Borrower, and from and after the account time of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination termination by Lender a Base Rate Election shall be deemed to be in effect unless and until a future LIBOR Rate Election is made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in accordance with the interbank eurodollar market of its designated officeterms hereof.
Appears in 1 contract
Samples: Loan and Security Agreement (Meade Instruments Corp)
Rate Elections. Borrower may from time to time designate all or any portions portion of the Loans outstanding principal balance of all Advances (including any yet to be yet-to-be-made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions portion of the Loans which are such Advances required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche"Fixed Rate Portion; provided that, which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without without the consent of Required Lendersthe Bank, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default and Borrower may make such an election with respect to an already existing Eurodollar Portions Fixed Rate Portion only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable theretoto such already existing Fixed Rate Portion. Each election by Borrower of a Tranche Fixed Rate Portion shall:
(a) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoE, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans outstanding principal balance of all Advances which Borrower desires to designate as such Tranchea Fixed Rate Portion, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent the Bank not later than 10:00 a.m., DallasDenver, Texas Colorado time, on the third second Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election Each election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each Section 2.09(herein called a "Rate Election Election") shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.11.01, and the aggregate amount of the Tranche Fixed Rate Portion elected in any Rate Election must be $10,000,000 or a higher an integral multiple of $1,000,000100,000. Upon the termination of each Eurodollar Interest Period Period, the portion of each the Loan within theretofore constituting the related Tranche Fixed Rate Portion shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Prime Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base the Prime Rate Portion. Borrower shall have no more than fifteen (15) Tranches five Fixed Rate Portions in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 1 contract
Rate Elections. Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line Advance) as a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower may not make such election, and Administrative Agent and Lenders shall not be required to give effect to such election, during the continuance of a Default and Borrower may make such an election with respect to already existing Eurodollar Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche shall:
(a) Be made in writing in the form and substance of Exhibit D attached hereto, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans which Borrower desires to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 a.m., Dallas, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 or a higher integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen (15) Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
Appears in 1 contract
Samples: Credit Facility Agreement (Pioneer Natural Resources Co)
Rate Elections. Interest Rates. ------------------------------
(a) Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances Loans which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "LIBOR Tranche", which term refers to a set of Eurodollar LIBOR Rate Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such LIBOR Tranche in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default and Borrower may make such an election with respect to already existing Eurodollar LIBOR Rate Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a LIBOR Tranche shall:
(ai) Be made in writing in the form and substance of the "Rate Election" attached hereto as Exhibit D attached heretoD, duly completed, herein called a "Rate Election";; ---------
(bii) Specify the aggregate amount of the Loans which Borrower desires to designate as such LIBOR Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(ciii) Be received by Administrative Agent not later than 10:00 11:00 a.m., Dallas, Texas Central time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such election (a "Rate Election Election" ) which meets the ------------- requirements of this Sectionsection, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the LIBOR Tranche elected in any Rate Election must be $10,000,000 500,000 or a higher integral multiple of $1,000,000100,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related LIBOR Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen nine (159) LIBOR Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of calculating such limitation, any determination LIBOR Tranche as to which all Lenders have not participated shall not be included.
(b) Accrued interest on each Loan shall be payable in arrears on each Interest Payment Date for such Loan and upon the Final Maturity Date; provided that (i) interest accrued at the Late Payment Rate shall be payable on demand, (ii) in the event of any repayment or prepayment of any Loan (other than repayment of Revolving Loans deemed to be made for purposes with the proceeds of Sections 2.17a Term Loan on the Conversation Date), 2.18, 2.19 and 2.20, it accrued interest on the principal amount repaid or prepaid shall be conclusively assumed that payable on the date of such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits repayment or prepayment and (iii) in the interbank eurodollar market event of its designated officeany conversion of any LIBOR Loan prior to the end of the current Interest Period therefor, accrued interest on such Loan shall be payable on the Closing Date of such conversion.
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Rate Elections. Borrower Borrowers may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Interest Periods. The amounts of Lenders' Eurodollar Interest Periods and with each Lender participating Portions within a Tranche shall be in proportion to their respective Percentage Shares, subject to the provisions of Section 2.3. Borrowers may make no such Tranche in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower may not make such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default Default, and Borrower Borrowers may make such an election with respect to already existing Eurodollar Fixed Rate Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable theretoto such already existing Fixed Rate Portions. Each election by Borrower Borrowers of a Tranche shall:
(a) Be made by written notice to Agent or by telephonic notice to Agent promptly confirmed in writing writing, in the form and substance of Exhibit D attached hereto, duly completed, herein called a the "Rate Election";" attached hereto as Exhibit C, duly completed and signed by an Authorized Officer of Borrowers.
(b) Specify the aggregate amount of the Loans which Borrower desires Borrowers desire to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 9:00 a.m., Dallas, Texas Dallas time, on the third second Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such election (herein called a "Rate Election Election") which meets the requirements of this Sectionsection, Administrative Agent shall notify each Lender of the contents thereof. Each Rate Election shall be irrevocable. Borrower Borrowers may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the each Tranche elected in any Rate Election must be $10,000,000 1,000,000 or a higher integral multiple of $1,000,000500,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within theretofore constituting the related Tranche Fixed Rate Portion shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower Borrowers shall have no more than fifteen (15) six Tranches or Offered Rate Portions in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
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Rate Elections. Borrower may from time to time designate all or any portions of the Loans (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche", which term refers to a set of Eurodollar Fixed Rate Portions of the same type with identical Eurodollar Interest Periods and with each Lender participating in such Tranche in accordance with its Percentage Share. Without the consent of Required Majority Lenders, Borrower may not make no such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default Default, and Borrower may make such an election with respect to already existing Eurodollar Fixed Rate Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche shall:
(a) Be made in writing in the form and substance of Exhibit D the "Rate Election" attached heretohereto as EXHIBIT C, duly completed, herein called a "Rate Election";
(b) Specify the aggregate amount of the Loans which Borrower desires to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
(c) Be received by Administrative Agent not later than 10:00 a.m., DallasNew York, Texas New York time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving Within twenty-four hours of its receipt of any such Rate Election election (herein called a "RATE ELECTION") which meets the requirements of this Sectionsection, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 1,000,000 or a higher integral multiple of $1,000,000. Upon the termination of each Eurodollar Interest Period the portion of each Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such Loan and become subject to all provisions of the Loan Documents governing such Base Rate Portion. Borrower shall have no more than fifteen five (155) Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
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Samples: Credit Agreement (Forcenergy Inc)
Rate Elections. Borrower may from time to time designate all or any portions of the Loans Revolving Loan (including any yet to be made Revolving Loan Advances which are to be made prior to or at the beginning of the designated Eurodollar Interest Period but excluding any portions of the Loans Revolving Loan which are required to be repaid prior to the end of the designated Eurodollar Interest Period and excluding any Competitive Bid Advance and any Swing Line AdvancePeriod) as a "Tranche", which term refers to a set of Eurodollar Portions of the same type with identical Eurodollar Interest Periods and with each Periods. Lender participating in such Tranche in accordance with its Percentage Share. Without the consent of Required Lenders, Borrower may not make such election, and Administrative Agent and Lenders shall not be required to give effect to such election, election during the continuance of a Default an Event 11 of Default, and Borrower may make such an election with respect to already existing Eurodollar Portions only if such election will take effect at or after the termination of the Eurodollar Interest Period applicable thereto. Each election by Borrower of a Tranche shall:
: (a) Be made in writing in the form and substance of Exhibit D 2.9 attached hereto, duly completed, herein called a "Rate Election";
; (b) Specify the aggregate amount of the Loans Revolving Loan which Borrower desires to designate as such Tranche, the first day of the Eurodollar Interest Period which is to apply thereto, and the length of such Eurodollar Interest Period; and
and (c) Be received by Administrative Agent Lender not later than 10:00 a.m., Dallasa.m. Midland, Texas time, on the third Business Day preceding the first day of the specified Eurodollar Interest Period. Promptly after receiving any such Rate Election which meets the requirements of this Section, Administrative Agent shall notify each Lender thereof. Each Rate Election shall be irrevocable. Borrower may not make any no Rate Election which does not specify an Eurodollar Interest Period complying with the definition of "Eurodollar Interest Period" in Section 1.1, and the aggregate amount of the Tranche elected in any Rate Election must be $10,000,000 1,000,000 or a higher integral multiple of $1,000,000100,000. Upon the termination of each Eurodollar Interest Period the portion of each the Revolving Loan within the related Tranche shall, unless the subject of a new Rate Election then taking effect, automatically become a part of the Base Rate Portion of such the Revolving Loan and become subject to all provisions of the Loan Documents Papers governing such Base Rate Portion. Borrower shall have no more than fifteen two (152) Tranches in effect at any time. If requested to do so by Borrower through Administrative Agent at least two (2) Business Days before the delivery date of any proposed Rate Election, each Lender will advise Administrative Agent before 10:00 a.m., Dallas, Texas time, on the Business Day following receipt of such request as to whether, if Borrower selects a specified duration of nine (9) or twelve (12) months for the Eurodollar Interest Period applicable to such proposed Rate Election, such Lender expects that deposits in dollars with a corresponding term will be available to it in the relevant market on the first day of such Eurodollar Interest Period in the amount required to fund the Eurodollar Portion of its Loan to which such Eurodollar Interest Period would apply. Unless a Lender responds by such time to the effect that it expects such deposits will be available to it, Borrower shall not be entitled to select such proposed duration for such Eurodollar Interest Period. Each Lender may, if it so elects, fulfill its obligation to fund any Eurodollar Portion by causing one of its foreign branches or Affiliates (or an international banking facility created by such Lender) to fund or continue such Eurodollar Portion; provided, however, that such Eurodollar Portion shall be deemed to have been made and held by such Lender, and the obligations of the subject Borrower to repay such Eurodollar Portion shall nevertheless be to such Lender for the account of such branch, or Affiliate (or international banking facility). In addition, Borrower hereby consents and agrees that, for purposes of any determination to be made for purposes of Sections 2.17, 2.18, 2.19 and 2.20, it shall be conclusively assumed that such Lender elected to fund all Eurodollar Portions by purchasing Dollar deposits in the interbank eurodollar market of its designated office.
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