Refunding of Dollar Facility Swingline Loans. On any Business Day, the Swingline Lender may, in its sole discretion, give notice to the Dollar Facility RL Lenders that the outstanding U.S. Borrower Dollar Facility Swingline Loans or Bermuda Borrower Dollar Facility Swingline Loans shall be funded with a Borrowing of U.S. Borrower Dollar Facility Revolving Loans or Bermuda Borrower Dollar Facility Revolving Loans, as the case may be, in Dollars (provided that such notice shall be deemed to have been automatically given upon the occurrence of a Default or an Event of Default under Section 10.05 or upon the exercise of any of the remedies provided in the last paragraph of Section 10), in which case a Borrowing of U.S. Borrower Dollar Facility Revolving Loans or Bermuda Borrower Dollar Facility Revolving Loans, as the case may be (each such Borrowing, a "Mandatory Dollar Facility RL Borrowing") shall be made on the third succeeding Business Day by all Dollar Facility RL Lenders pro rata based on each such Dollar Facility RL Lender's Dollar Facility RL Percentage and the proceeds thereof shall be applied directly to the Swingline Lender to repay the Swingline Lender for such outstanding Dollar Facility Swingline Loans. Each Dollar Facility RL Lender hereby irrevocably agrees to make U.S. Borrower Dollar Facility Revolving Loans (in the case of a refunding of U.S. Borrower Dollar Facility Swingline Loans) and Bermuda Borrower Dollar Facility Revolving Loans (in the case of a refunding of Bermuda Borrower Dollar Facility Swingline Loans) upon one Business Day's notice pursuant to each Mandatory Dollar Facility RL Borrowing in the amount and in the manner specified in the preceding sentence and on the date specified in writing by the Swingline Lender notwithstanding (i) that the amount of the Mandatory Dollar Facility RL Borrowing may not comply with the minimum amount for Borrowings otherwise required hereunder, (ii) whether any conditions specified in Sections 6A and 6B are then satisfied, (iii) whether a Default or an Event of Default then exists, (iv) the date of such Mandatory Dollar Facility RL Borrowing, (v) the amount of the Total Dollar Facility Revolving Loan Commitment at such time and (vi) the amount of the Dollar Facility Revolving Loan Commitment of such Dollar Facility RL Lender at such time. In the event that any Mandatory Dollar Facility RL Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under any bankruptcy, reorganization, dissolution, insolvency, receivership, administration or liquidation or similar law with respect to either Borrower), then each Dollar Facility RL Lender hereby agrees that it shall forthwith purchase (as of the date the Mandatory Dollar Facility RL Borrowing would otherwise have occurred, but adjusted for any payments received from either Borrower on or after such date and prior to such purchase) from the Swingline Lender such participations in such outstanding Dollar Facility Swingline Loans as shall be necessary to cause such Dollar Facility RL Lenders to share in such Dollar Facility Swingline Loans ratably based upon their respective Dollar Facility RL Percentages, provided that (x) all interest payable on the Dollar Facility Swingline Loans shall be for the account of the Swingline Lender until the date as of which the respective participation is required to be purchased and, to the extent attributable to the purchased participation, shall be payable to the participant from and after such date and (y) at the time any purchase of participations pursuant to this sentence is actually made, the purchasing Dollar Facility RL Lender shall be required to pay the Swingline Lender interest on the principal amount of the participation purchased for each day from and including the day upon which the Mandatory Dollar Facility RL Borrowing would otherwise have occurred to but excluding the date of payment for such participation, at the overnight Federal Funds Rate for the first three days and at the rate otherwise applicable to Dollar Facility Revolving Loans maintained as Base Rate Loans hereunder for each day thereafter.
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Samples: Credit Agreement (Dole Food Company Inc), Credit Agreement (Dole Food Company Inc)
Refunding of Dollar Facility Swingline Loans. On any Business Day, the Swingline Lender may, in its sole discretion, give notice to the Dollar Facility RL Lenders that the outstanding U.S. Borrower Dollar Facility Swingline Loans or Bermuda Borrower Dollar Facility Swingline Loans shall be funded with a Borrowing of U.S. Borrower Dollar Facility Revolving Loans or Bermuda Borrower Dollar Facility Revolving Loans, as the case may be, in Dollars (provided that such notice shall be deemed to have been automatically given upon the occurrence of a Default or an Event of Default under Section 10.05 or upon the exercise of any of the remedies provided in the last paragraph of Section 10), in which case a Borrowing of U.S. Borrower Dollar Facility Revolving Loans or Bermuda Borrower Dollar Facility Revolving Loans, as the case may be (each such Borrowing, a "Mandatory Dollar Facility RL Borrowing") shall be made on the third succeeding Business Day by all Dollar Facility RL Lenders pro rata based on each such Dollar Facility RL Lender's Dollar Facility RL Percentage and the proceeds thereof shall be applied directly to the Swingline Lender to repay the Swingline Lender for such outstanding Dollar Facility Swingline Loans. Each Dollar Facility RL Lender hereby irrevocably agrees to make U.S. Borrower Dollar Facility Revolving Loans (in the case of a refunding of U.S. Borrower Dollar Facility Swingline Loans) and Bermuda Borrower Dollar Facility Revolving Loans (in the case of a refunding of Bermuda Borrower Dollar Facility Swingline Loans) upon one Business Day's notice pursuant to each Mandatory Dollar Facility RL Borrowing in the amount and in the manner specified in the preceding sentence and on the date specified in writing by the Swingline Lender notwithstanding (i) that the amount of the Mandatory Dollar Facility RL Borrowing may not comply with the minimum amount for Borrowings otherwise required hereunder, (ii) whether any conditions specified in Sections 6A and 6B are then satisfied, (iii) whether a Default or an Event of Default then exists, (iv) the date of such Mandatory Dollar Facility RL Borrowing, (v) the amount of the Total Dollar Facility Revolving Loan Commitment at such time and (vi) the amount of the Dollar Facility Revolving Loan Commitment of such Dollar Facility RL Lender at such time. In the event that any Mandatory Dollar Facility RL Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under any bankruptcy, reorganization, dissolution, insolvency, receivership, administration or liquidation or similar law with respect to either Borrower), then each Dollar Facility RL Lender hereby agrees that it shall forthwith purchase (as of the date the Mandatory Dollar Facility RL Borrowing would otherwise have occurred, but adjusted for any payments received from either Borrower on or after such date and prior to such purchase) from the Swingline Lender such participations in such outstanding Dollar Facility Swingline Loans as shall be necessary to cause such Dollar Facility RL Lenders to share in such Dollar Facility Swingline Loans ratably based upon their respective Dollar Facility RL Percentages, provided that (x) all interest payable on the Dollar Facility Swingline Loans shall be for the account of the Swingline Lender until the date as of which the respective participation is required to be purchased and, to the extent attributable to the purchased participation, shall be payable to the participant from and after such date and (y) at the time any purchase of participations pursuant to this sentence is actually made, the purchasing Dollar Facility RL Lender shall be required to pay the Swingline Lender interest on the principal amount of the participation purchased for each day from and including the day upon which the Mandatory Dollar Facility RL Borrowing would otherwise have occurred to but excluding the date of payment for such participation, at the overnight Federal Funds Rate for the first three days and at the rate otherwise applicable to Dollar Facility Revolving Loans maintained as Base Rate Loans hereunder for each day thereafter.
(i) Subject to and upon the terms and conditions set forth herein, each Lender with an Incremental Term Loan Commitment for a given Tranche of Incremental Term Loans severally agrees, at any time and from time to time on and after the date that such Incremental Term Loan Commitment is obtained pursuant to Section 1.15 and prior to the Incremental Term Loan Commitment Termination Date for such Tranche of Incremental Term Loans, to make a term loan (each, an "Incremental Term Loan" and, collectively, the "Incremental Term Loans") to the Incremental Term Loan Borrower for such Tranche, which Incremental Term Loans:
(ii) shall be incurred on an Incremental Term Loan Borrowing Date for the purposes described in Section 7.05(a);
(iii) shall be denominated in Dollars;
(iv) except as hereinafter provided, shall, at the option of the Incremental Term Loan Borrower for such Tranche, be incurred and maintained as, and/or converted into one or more Borrowings of Base Rate Loans or Eurodollar Loans, provided that except as otherwise specifically provided in Section 1.10(b), all Incremental Term Loans of a given Tranche made as part of the same Borrowing shall at all times consist of Incremental Term Loans of the same Type; and
(v) shall not exceed for any such Incremental Term Loan Lender at any time of any incurrence thereof, the Incremental Term Loan Commitment of such Incremental Term Loan Lender for such Tranche at such time (before giving effect to any reductions thereto on such date pursuant to Section 3.03(f)). Once repaid, Incremental Term Loans may not be reborrowed.
Appears in 1 contract
Refunding of Dollar Facility Swingline Loans. On any Business Day, the Swingline Lender Chase may, in its sole discretion, give notice to the Dollar Facility RL Lenders that the outstanding U.S. Borrower Dollar Facility Swingline Loans or Bermuda Borrower Dollar Facility Swingline Loans shall be funded with a Borrowing of U.S. Borrower Dollar Facility Revolving Loans or Bermuda Borrower Dollar Facility Revolving Loans, as the case may be, in Dollars (provided PROVIDED that such notice shall be deemed to have been automatically given upon the occurrence of a Default or an Event of Default under Section 10.05 or upon the exercise of any of the remedies provided in the last paragraph of Section 10), in which case a Borrowing of U.S. Borrower Dollar Facility Revolving Loans or Bermuda Borrower Dollar Facility Revolving Loans, as the case may be constituting Base Rate Loans (each such Borrowing, a "Mandatory Dollar Facility RL Borrowing") shall be made on the third immediately succeeding Business Day by all Dollar Facility RL Lenders pro rata PRO RATA based on each such Dollar Facility RL Lender's Dollar Facility RL Percentage Percentage, and the proceeds thereof of each Mandatory Dollar Facility Borrowing shall be applied directly to the Swingline Lender Chase to repay the Swingline Lender Chase for such outstanding Dollar Facility Swingline Loans. Each Dollar Facility RL Lender hereby irrevocably agrees to make U.S. Borrower Dollar Facility Revolving Loans (in the case of a refunding of U.S. Borrower Dollar Facility Swingline Loans) and Bermuda Borrower Dollar Facility Revolving Loans (in the case of a refunding of Bermuda Borrower Dollar Facility Swingline Loans) upon one Business Day's notice pursuant to each Mandatory Dollar Facility RL Borrowing in the amount and in the manner specified in the preceding sentence and on the date specified in writing by the Swingline Lender Chase notwithstanding (i) that the amount of the Mandatory Dollar Facility RL Borrowing may not comply with the minimum amount for Borrowings otherwise required hereunder, (ii) whether any conditions specified in Sections 6A and 6B Section 5.02 are then satisfied, (iii) whether a Default or an Event of Default then exists, (iv) the date of such Mandatory Dollar Facility RL Borrowing, Borrowing and (v) the amount of the Total Dollar Facility Revolving Loan Commitment at such time and (vi) Commitment, the amount of the Total Available Dollar Facility Revolving Loan Commitment of or such Dollar Facility RL Lender Lender's Dollar Facility Revolving Loan Commitment or Available Dollar Facility Revolving Loan Commitment at such time. In the event that any Mandatory Dollar Facility RL Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code or any other bankruptcy, reorganization, dissolution, insolvency, receivership, administration or liquidation or similar law with respect to either BorrowerBFPH), then each such Dollar Facility RL Lender hereby agrees that it shall forthwith purchase (as of the date the Mandatory Dollar Facility RL Borrowing would otherwise have occurred, but adjusted for any payments received from either Borrower BFPH on or after such date and prior to such purchase) from the Swingline Lender Chase such participations in such the outstanding Dollar Facility Swingline Loans as shall be necessary to cause such Dollar Facility RL Lenders to share in such Dollar Facility Swingline Loans ratably based upon their respective Dollar Facility RL Percentages, provided PROVIDED that (x) all interest payable on the Dollar Facility Swingline Loans shall be for the account of the Swingline Lender Chase until the date as of which the respective participation is required to be purchased and, to the extent attributable to the purchased participation, shall be payable to the participant from and after such date and (y) at the time any purchase of participations pursuant to this sentence is actually made, the purchasing Dollar Facility RL Lender shall be required to pay the Swingline Lender Chase interest on the principal amount of the participation purchased for each day from and including the day upon which the Mandatory Dollar Facility RL Borrowing would otherwise have occurred to but excluding the date of payment for such participation, at the overnight Federal Funds Rate for the first three days and at the rate otherwise applicable to Dollar Facility Revolving Loans maintained as Base Rate Loans hereunder for each day thereafter.
Appears in 1 contract
Samples: Credit Agreement (Vertis Inc)
