Common use of Reimbursement Obligations of Borrower Clause in Contracts

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment to an LC Issuer pursuant to a Support Agreement, or (y) any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such day.

Appears in 4 contracts

Samples: Credit Agreement (Collegiate Pacific Inc), Credit Agreement (Sport Supply Group, Inc.), Credit Agreement (Collegiate Pacific Inc)

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Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment Borrower agrees to an LC pay to the L/C Issuer pursuant to a Support Agreement, or (y) of any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative or to Agent or such Lender, as applicable, for the amount benefit of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving LoanL/C Issuer, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, each L/C Reimbursement Obligation owing with respect to Lender Letters such Letter of Credit, Credit no later than the applicable LC Issuer, for the amount of first Business Day after Borrower receives notice from such payment). Administrative L/C Issuer or from Agent shall promptly notify Revolving Lenders of any that payment has been made under such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issuedthat such L/C Reimbursement Obligation is otherwise due (the “L/C Reimbursement Date”) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any with interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions thereon computed as set forth in Section 8.3clause (A) below. Administrative In the event that any L/C Reimbursement Obligation is not repaid by Borrower as provided in this clause (v) (or any such payment by Borrower is rescinded or set aside for any reason), such L/C Issuer shall promptly notify Agent hereby agrees to apply the gross proceeds of such failure (and, upon receipt of such notice, Agent shall notify each Revolving Loan deemed made pursuant to this Section 2.5(cLender) in satisfaction and, irrespective of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). whether such notice is given, such L/C Reimbursement Obligation shall be payable on demand by Borrower shall pay interest, with interest thereon computed (A) from the date on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal which such L/C Reimbursement Obligation arose to the then current L/C Reimbursement Date, at the interest rate applicable during such period to Revolving Loans (which that are Base Rate LoansLoans and (B) for thereafter until payment in full, at the interest rate specified in Section 1.3(c) to past due Revolving Loans that are Base Rate Loans (regardless of whether or not an election is made under such daysubsection).

Appears in 2 contracts

Samples: Credit Agreement (Rentech Nitrogen Partners, L.P.), Credit Agreement (Rentech Nitrogen Partners, L.P.)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment Borrower agrees to an LC pay to the L/C Issuer pursuant to a Support Agreement, or (y) of any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, Credit each L/C Reimbursement Obligation owing with respect to Lender Letters such Letter of Credit, Credit no later than the applicable LC Issuer, for the amount of first Business Day after Borrower receives notice from such payment). Administrative Agent shall promptly notify Revolving Lenders of any L/C Issuer that payment has been made under such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issuedthat such L/C Reimbursement Obligation is otherwise due (the “L/C Reimbursement Date”) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any with interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions thereon computed as set forth in Section 8.3clause (A) below. Administrative In the event that any L/C Reimbursement Obligation is not repaid by Borrower as provided in this clause (v) (or any such payment by Borrower is rescinded or set aside for any reason), such L/C Issuer shall promptly notify Agent hereby agrees of such failure (and, upon receipt of such notice, Agent shall forward a copy to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(cLender) in satisfaction and, irrespective of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). whether such notice is given, such L/C Reimbursement Obligation shall be payable on demand by Borrower shall pay interest, with interest thereon computed (A) from the date on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal which such L/C Reimbursement Obligation arose to the then current L/C Reimbursement Date, at the interest rate applicable during such period to Revolving Loans that are Base Rate Loans and (which B) thereafter until payment in full, at the interest rate applicable during such period to past due Revolving Loans that are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit Agreement (Ignite Restaurant Group, Inc.)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment to an LC Issuer pursuant to a Support Agreement, or (y) any Lender shall honor any draw request under, and make notify Administrative Agent that it has made payment in respect of, of a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago Central time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans)Loan. Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (iA) the occurrence and continuance of a Default or Event of Default, (iiB) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iiiC) the non-satisfaction of any conditions set forth in Section 8.37. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c2.9(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c2.9(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit Agreement (Warren Resources Inc)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment to an LC Issuer pursuant to a Support Agreement, or (y) any Lender shall honor any draw request under, and make notify Administrative Agent that it has made payment in respect of, of a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago Central time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans)Loan. Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (iA) the occurrence and continuance of a Default or Event of Default, (iiB) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iiiC) the non-satisfaction of any conditions set forth in Section 8.38.2. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c2.9(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c2.9(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit Agreement (Warren Resources Inc)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment to an LC Issuer pursuant to a Support Agreement, or (y) any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate LIBOR Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit Support Agreement was issuedexecuted) hereby agrees to make available to Administrative Agent not later than noon (Chicago Washington DC time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans)Loan. Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.37.2. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such day, whether such interest rate is the normal rate or the Default Rate.

Appears in 1 contract

Samples: Credit and Guaranty Agreement (Pernix Therapeutics Holdings, Inc.)

Reimbursement Obligations of Borrower. If either Borrower hereby unconditionally agrees to immediately pay to Letter of Credit Issuer on demand at the Letter of Credit Issuer's Applicable Lending Office all amounts required to pay all drafts drawn under Letters of Credit issued for the account of Borrower in the applicable currency and all reasonable expenses incurred by Letter of Credit Issuer in connection with such Letters of Credit and in any event and without demand to remit to Letter of Credit Issuer (xwhich may be through obtaining Advances if permitted under Section 3.1.2) Administrative Agent sufficient funds to pay all debts and liabilities arising under any Letter of Credit issued for the account of Borrower; provided, however, that if on any day demand for payment of any draft drawn under any Letter of Credit is made after 11:00 (Local Time) with respect to Letters of Credit denominated in Dollars, or the Applicable Time with respect to Letters of Credit denominated in an Alternative Currency (except for demand made under Section 16.2.2), payment thereof shall make be made by Borrower on the following Business Day. In the case of a payment to Letter of Credit denominated in an LC Alternative Currency, Borrower shall reimburse the Letter of Credit Issuer pursuant to a Support Agreementin such Alternative Currency, unless (a) the Letter of Credit Issuer (at its option) shall have specified in such notice that it will require reimbursement in Dollars, or (yb) in the absence of any Lender such requirement for reimbursement in Dollars, Borrower shall honor any draw request under, and make payment in respect of, a Lender have notified the Letter of CreditCredit Issuer promptly following receipt of the notice of drawing that Borrower will reimburse the Letter of Credit Issuer in Dollars. In the case of any such reimbursement in Dollars of a drawing under a Letter of Credit denominated in an Alternative Currency, (i) the Letter of Credit Issuer shall notify Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for of the Dollar Equivalent of the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to drawing promptly following the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such daydetermination thereof.

Appears in 1 contract

Samples: Credit Agreement (Young Innovations Inc)

Reimbursement Obligations of Borrower. If either Borrowers agree to pay to the L/C Issuer of any Letter of Credit each L/C Reimbursement Obligation owing with respect to such Letter of Credit no later than the first Business Day after Administrative Loan Party receives notice from such L/C Issuer that payment has been made under such Letter of Credit or that such L/C Reimbursement Obligation is otherwise due (xthe “L/C Reimbursement Date”) with interest thereon computed as set forth in clause (i) below. In the event that any L/C Issuer incurs any L/C Reimbursement Obligation not repaid by Borrowers as provided in this clause (e) (or any such payment by Borrowers is rescinded or set aside for any reason), such L/C Issuer shall promptly notify Administrative Agent of such failure (and, upon receipt of such notice, Administrative Agent shall make forward a payment copy to an LC Issuer pursuant to a Support Agreementeach Revolving Credit Lender) and, or (y) any Lender irrespective of whether such notice is given, such L/C Reimbursement Obligation shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, be payable on demand by Borrowers with interest thereon computed (i) Borrower shall promptly reimburse Administrative Agent or from the date on which such LenderL/C Reimbursement Obligation arose to the L/C Second Amended and Restated Genesis Revolving Credit Agreement (HUD Facility) CHICAGO/#3103747.13103747.3A Reimbursement Date, as applicable, for at the amount of interest rate applicable during such payment period to Revolving Loans that are Base Rate Loans and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loanthereafter until payment in full, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable during such period to past due Revolving Loans (which that are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Revolving Credit Agreement (Genesis Healthcare, Inc.)

Reimbursement Obligations of Borrower. If either Borrower agrees to pay to the L/C Issuer of any Letter of Credit Issued for the account of any Loan Party each L/C Reimbursement Obligation owing with respect to such Letter of Credit no later than the first Business Day after Borrower receives notice from such L/C Issuer that payment has been made under such Letter of Credit or that such L/C Reimbursement Obligation is otherwise due (xthe "L/C Reimbursement Date") with interest thereon computed as set forth in clause (i) below. In the event that any L/C Issuer incurs any L/C Reimbursement Obligation not repaid by Borrower as provided in this clause (e) (or any such payment by Borrower is rescinded or set aside for any reason), such L/C Issuer shall promptly notify the Administrative Agent of such failure (and, upon receipt of such notice, the Administrative Agent shall make forward a payment copy to an LC Issuer pursuant to a Support Agreementeach Revolving Credit Lender) and, or (y) any Lender irrespective of whether such notice is given, such L/C Reimbursement Obligation shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, be payable on demand by Borrower with interest thereon computed (i) Borrower shall promptly reimburse Administrative Agent or from the date on which such LenderL/C Reimbursement Obligation arose to the L/C Reimbursement Date, as applicable, for at the amount of interest rate applicable during such payment period to Revolving Loans that are Base Rate Loans and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loanthereafter until payment in full, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable during such period to past due Revolving Loans (which that are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit and Term Loan Agreement (PROS Holdings, Inc.)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment to an LC Issuer pursuant to a Support Agreement, or (y) any Lender shall honor any draw request under, and make notify Administrative Agent that it has made payment in respect of, of a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans)Loan. Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (iA) the occurrence and continuance of a Default or Event of Default, (iiB) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iiiC) the non-satisfaction of any conditions set forth in Section 8.38.2. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c2.9(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c2.9(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit Agreement (Warren Resources Inc)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment to an LC Issuer pursuant to a Support Agreement, or (y) any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans)Loan. Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.37.2. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor therefore at a rate per annum equal to the then current sum of two percent (2%) plus the interest rate applicable to Revolving Loans (which are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit Agreement (Obagi Medical Products, Inc.)

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Reimbursement Obligations of Borrower. If either (xa) Administrative Agent shall make The Borrower agrees to reimburse the Issuing Lender on each date on which the Issuing Lender notifies the Borrower of the date and amount of a payment to an LC Issuer pursuant to a Support Agreement, or (y) draft presented under any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, Credit and paid by the Issuing Lender for the amount of (i) such payment draft so paid and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loanany taxes, which shall be a Base Rate Loanfees, charges or other documented out-of-pocket costs or expenses incurred by the Issuing Lender in a principal amount equal to the amount of connection with such payment (but solely exclusive and without duplication of any such fees, charges and expenses paid under Section 2.11(d)). Unless such amounts are paid by the Borrower on the date of such notice and provided that a Revolving Credit Loan in such amount may be made pursuant to this Agreement, each drawing honored by the Issuing Lender, to the extent of the Availability, shall constitute a request to the Lender for a Revolving Credit Loan in such amount, bearing interest at the Prime Rate pursuant to Sections 2.07 and 2.10. If a Revolving Credit Loan in such amount may not be made pursuant to this Agreement, such amount is to be paid by the Borrower shall have failed on the date of such notice. The Borrower hereby agrees at all times to directly protect, indemnify and save harmless, and reimburse Administrative Agent orupon demand, with respect to the Issuing Lender and the Issuing Lender's correspondents and Lender from and against any and all claims, actions, suits and other legal proceedings, and from and against any and all losses, claims, demands, liabilities, damages, costs, charges, reasonable counsel fees and other documented expenses which the Issuing Lender or the Issuing Lender's correspondents or Lenders may, at any time, sustain or incur by reason of or in consequence of or arising out of the issuance of the Letters of Credit, it being the applicable LC Issuerintention of the parties that this Agreement shall be construed and applied to protect and indemnify the Issuing Lender and the Issuing Lender's correspondents and Lender against any and all risks involved in the issuance of the Letters of Credit, for all of which risks are hereby assumed by the amount Borrower, including without limitation, any and all risks of the acts of omissions whether rightful or wrongful, of any present or future de jure or de facto government or Governmental Authority (all such paymentacts and omissions, herein called the "Government Acts"). Administrative Agent The Issuing Lender shall promptly notify Revolving Lenders not, in any way, be liable for any failure by the Issuing Lender or anyone else to pay any draft under any Letter of Credit as a result of any Government Acts any other cause beyond the Issuing Lender's control or the control of the Issuing Lender's correspondents or Lender, or, if the Issuing Lender, in the Issuing Lender's sole judgment, determines such payment would violate any applicable Law. Notwithstanding anything to the contrary contained in this Agreement, the Borrower shall not be required to indemnify the Issuing Lender, its correspondents or Lender under the terms of this paragraph to the extent any otherwise covered losses, claims, demands, liabilities, damages, costs, charges, fees and other expenses arise from the gross negligence or willful misconduct of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such dayindemnified party.

Appears in 1 contract

Samples: Credit Agreement (Kroll Inc)

Reimbursement Obligations of Borrower. If either (x) the Administrative Agent shall make a payment to an LC Issuer (or, in the case of the Existing Letters of Credit, to GE Capital) pursuant to a Support Agreement, or (y) any Lender shall honor any draw request under, and make notify Administrative Agent that it has made payment in respect of, of a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or such Lender, as applicable, for the amount of such payment and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loan, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans)Loan. Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (iA) the occurrence and continuance of a Default or Event of Default, (iiB) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iiiC) the non-satisfaction of any conditions set forth in Section 8.38.2. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c2.14(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c2.14(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit Agreement (Palace Entertainment Holdings, Inc.)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment Borrower agrees to an LC pay to the L/C Issuer pursuant to a Support Agreement, or (y) of any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, Credit each L/C Reimbursement Obligation owing with respect to such Letter of Credit no later than the first Business Day after Borrower receives notice from such L/C Issuer that payment has been made under such Letter of Credit or that such L/C Reimbursement Obligation is otherwise due (the “L/C Reimbursement Date”) with interest thereon computed as set forth in clause (i) below. In the event that any L/C Issuer incurs any L/C Reimbursement Obligation not repaid by Borrower as provided in this clause (e) (or any such payment by Borrower is rescinded or set aside for any reason), such L/C Issuer shall promptly reimburse Administrative notify Agent or such Lender, as applicable, for the amount of such payment failure (and, upon receipt of such notice, Agent shall forward a copy to each Revolving Loan Lender) and, irrespective of whether such notice is given, such L/C Reimbursement Obligation shall be payable on demand by Borrower with interest thereon computed (i) from the date on which such L/C Reimbursement Obligation arose to the L/C Reimbursement Date, at the interest rate applicable during such period to Revolving Loans that are Base Rate Loans and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loanthereafter until payment in full, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable during such period to past due Revolving Loans (which that are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Credit Agreement (DynaVox Inc.)

Reimbursement Obligations of Borrower. If either Borrowers agree to pay to the L/C Issuer of any Letter of Credit each L/C Reimbursement Obligation owing with respect to such Letter of Credit no later than the first Business Day after Administrative Loan Party receives notice from such L/C Issuer that payment has been made under such Letter of Credit or that such L/C Reimbursement Obligation is otherwise due (xthe “L/C Reimbursement Date”) with interest thereon computed as set forth in clause (i) below. In the event that any L/C Issuer incurs any L/C Reimbursement Obligation not repaid by Borrowers as provided in this clause (e) (or any such payment by Borrowers is rescinded or set aside for any reason), such L/C Issuer shall promptly notify Administrative Agent of such failure (and, upon receipt of such notice, Administrative Agent shall make forward a payment copy to an LC Issuer pursuant to a Support Agreementeach Revolving Credit Lender) and, or (y) any Lender irrespective of whether such notice is given, such L/C Reimbursement Obligation shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, be payable on demand by Borrowers with interest thereon computed (i) Borrower shall promptly reimburse Administrative Agent or from the date on which such LenderL/C Reimbursement Obligation arose to the L/C Reimbursement Date, as applicable, for at the amount of interest rate applicable during such payment period to Revolving Loans that are Base Rate Loans and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loanthereafter until payment in full, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable during such period to past due Revolving Loans (which that are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Revolving Credit Agreement (Genesis Healthcare, Inc.)

Reimbursement Obligations of Borrower. If either Borrowers agree to pay to the L/C Issuer of any Letter of Credit each L/C Reimbursement Obligation owing with respect to such Letter of Credit no later than the first Business Day after GHLLC receives notice from such L/C Issuer that payment has been made under such Letter of Credit or that such L/C Reimbursement Obligation is otherwise due (xthe “L/C Reimbursement Date”) with interest thereon computed as set forth in clause (i) below. In the event that any L/C Issuer incurs any L/C Reimbursement Obligation not repaid by Borrowers as provided in this clause (e) (or any such payment by Borrowers is rescinded or set aside for any reason), such L/C Issuer shall promptly notify Administrative Agent of such failure (and, upon receipt of such notice, Administrative Agent shall make forward a payment copy to an LC Issuer pursuant to a Support Agreementeach Revolving Credit Lender - Tranche A) and, or (y) any Lender irrespective of whether such notice is given, such L/C Reimbursement Obligation shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, be payable on demand by Borrowers with interest thereon computed (i) Borrower shall promptly reimburse Administrative Agent or from the date on which such LenderL/C Reimbursement Obligation arose to the L/C Reimbursement Date, as applicable, for at the amount of interest rate applicable during such payment period to Revolving Loans — Tranche A-1 that are Base Rate Loans and (ii) Borrower shall be deemed to have immediately requested that Revolving Lenders make a Revolving Loanthereafter until payment in full, which shall be a Base Rate Loan, in a principal amount equal to the amount of such payment (but solely to the extent Borrower shall have failed to directly reimburse Administrative Agent or, with respect to Lender Letters of Credit, the applicable LC Issuer, for the amount of such payment). Administrative Agent shall promptly notify Revolving Lenders of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at the time the applicable Supported Letter of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon (Chicago time) on the Business Day following such notification from Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable during such period to past due Revolving Loans (which — Tranche A-1 that are Base Rate Loans) for such day.

Appears in 1 contract

Samples: Master Lease Agreement (Genesis Healthcare, Inc.)

Reimbursement Obligations of Borrower. If either (x) Administrative Agent shall make a payment Each Borrower hereby unconditionally agrees to an LC Issuer pursuant immediately pay to a Support Agreement, or (y) any Lender shall honor any draw request under, and make payment in respect of, a Lender Letter of Credit, (i) Borrower shall promptly reimburse Administrative Agent or any Affiliate thereof who issues a letter of credit on Borrower’s behalf or for Borrower’s account all amounts required to pay all drafts drawn under any such letters of credit issued for the account of Borrower and all reasonable expenses incurred by Administrative Agent or any Affiliate thereof who issues any such letter of credit in connection with such letters of credit and in any event and without demand to remit (which may be through obtaining Advances) sufficient funds to pay all debts and liabilities arising under any letter of credit issued for the account of Borrower. Borrower assumes all risks of the acts or omissions of any beneficiary of any letters of credit issued for the benefit of Borrower or for Borrower’s account. Neither Administrative Agent, its Affiliates or any Lender, as applicablenor any of their respective directors, officers, employees, agents, or representatives shall be liable or responsible for: (a) the use which may be made of any of the letters of credit issued for the amount benefit of Borrower or for Borrower’s account or for any acts or omissions of beneficiary in connection therewith; (b) the validity, sufficiency or genuineness of documents, or of any endorsement(s) thereon, even if such payment and (ii) Borrower shall documents should in fact prove to be deemed to have immediately requested that Revolving Lenders make a Revolving Loanin any or all respects invalid, which shall be a Base Rate Loaninsufficient, in a principal amount equal fraudulent or forged, unless such invalidity, insufficiency, fraudulence, or forgery is due to the amount gross negligence or willful misconduct of the Letter of Credit Issuer; (c) payment by Administrative Agent to any of its Affiliates in connection with, or payment by any Affiliate of Administrative Agent against, presentation of documents which, on their face, appear to comply with the terms of any such payment (but solely letter of credit, even though such documents may fail to bear any reference or adequate reference to any such letter of credit, unless such failure is due to the extent Borrower shall have failed gross negligence or willful misconduct of the Letter of Credit Issuer; or (d) any other circumstances whatsoever in making or failing to directly reimburse make payment under any letter of credit in connection with which Administrative Agent orwould, pursuant to the Uniform Customs and Practices for Documentary Credits, International Chamber of Commerce Publication No. 600 (as amended or replaced from time to time) with respect to Lender Letters documentary letters of Creditcredit or the International Standby Practices (ISP98), International Chamber of Commerce Publication No. 590 (as amended or replaced from time to time) with respect to standby letters of credit, or the applicable LC IssuerUCC, for be absolved from liability. In furtherance and not in limitation of the amount of such payment). foregoing, Administrative Agent shall promptly notify Revolving Lenders or any Affiliate thereof may accept documents that appear on their face to be in order, without responsibility for further investigation, regardless of any such deemed request and each Revolving Lender (other than any such Revolving Lender that was a Non-Funding Revolving Lender at notice or information to the time the applicable Supported Letter contrary. The rights of Credit or Lender Letter of Credit was issued) hereby agrees to make available to Administrative Agent not later than noon and its Affiliates under this Section are in addition to other rights and remedies (Chicago timeincluding, without limitation, other rights of set-off) on the Business Day following such notification from which Administrative Agent such Revolving Lender’s Pro Rata Share of such Revolving Loan (calculated to disregard any interest of any Non-Funding Revolving Lender in the Revolving Loans). Each Revolving Lender (other than any applicable Non-Funding Revolving Lender specified above) hereby absolutely and unconditionally agrees to fund such Revolving Lender’s Pro Rata Share of the Loan described in the immediately preceding sentence, unaffected by any circumstance whatsoever, including (without limitation) (i) the occurrence and continuance of a Default or Event of Default, (ii) the fact that, whether before or after giving effect to the making of any such Revolving Loan, the Revolving Loan Outstandings exceed or will exceed the Revolving Loan Limit and/or (iii) the non-satisfaction of any conditions set forth in Section 8.3. Administrative Agent hereby agrees to apply the gross proceeds of each Revolving Loan deemed made pursuant to this Section 2.5(c) in satisfaction of Borrower’s reimbursement obligations arising pursuant to this Section 2.5(c). Borrower shall pay interest, on demand, on all amounts so paid by Administrative Agent for each day until Borrower reimburses Administrative Agent therefor at a rate per annum equal to the then current interest rate applicable to Revolving Loans (which are Base Rate Loans) for such dayits Affiliates may otherwise have.

Appears in 1 contract

Samples: Credit Facilities Agreement (MTM Technologies, Inc.)

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