Requests for and Refundings and Conversions of Advances. Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower Representative, subject to the following: (a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation: (i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day; (ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and (iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement. (b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance; (c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment; (d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000; (e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods; (f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:
Appears in 4 contracts
Samples: Credit Agreement (Sterling Construction Co Inc), Credit Agreement (Sterling Construction Co Inc), Credit Agreement (Sterling Construction Co Inc)
Requests for and Refundings and Conversions of Advances. Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) duplication the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:under
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (PMFG, Inc.), Revolving Credit and Term Loan Agreement (Peerless Manufacturing Co)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 2:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 500,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000500,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 500,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 500,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest PeriodsPeriods with respect to Revolving Credit Advances;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (GLAUKOS Corp), Revolving Credit and Term Loan Agreement (GLAUKOS Corp)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the followingfollowing and Section 2.13 hereof:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least One Hundred Thousand Dollars ($1,000,000 100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than One Hundred Thousand Dollars ($1,000,000100,000);
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least One Hundred Thousand Dollars ($2,000,000 100,000) (or a larger integral multiple of Ten Thousand Dollars ($100,00010,000)) or the remainder available under the Revolving Credit Aggregate Commitment if less than One Hundred Thousand Dollars ($2,000,000 100,000) and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Inogen Inc), Revolving Credit and Term Loan Agreement (Inogen Inc)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent and the Lenders by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered to the Agent and the Lenders by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) , the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 250,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000250,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 350,000 (or a larger integral multiple of $100,00050,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 350,000, and at any one time there shall not be in effect more than three six (36) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agentthe Agent and the Lenders, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 2 contracts
Samples: Credit Agreement (Accolade, Inc.), Credit Agreement (Accolade, Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit Pacific time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. 10:00 a.m. (Detroit Pacific time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 2,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0002,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three six (36) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 2 contracts
Samples: Revolving Credit and Term Loan Agreement (Quinstreet, Inc), Revolving Credit and Term Loan Agreement (Quinstreet, Inc)
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the email request of an Authorized Signer of the Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon an email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Universal Truckload Services, Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 750,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000750,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the email request of an Authorized Signer of the Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon an email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (LINC Logistics Co)
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) , the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of the Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 1,500,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0001,500,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 2,500,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 2,500,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrowers hereby authorize the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrowers acknowledge that the Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Archaea Energy Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a1) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(ia) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(iib) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iiic) whether such Revolving Credit Advance is to be a Prime-based Advance or US Base Rate Advance, a Eurodollar-based Advance, Canadian Prime Rate Advance, CDOR-based Advance or a BBA LIBOR-based Advance, and, except in the case of with respect to a PrimeEurodollar- based Advance or BBA LIBOR-based Advance, the first EurodollarEuro-Interest Period applicable thereto; and with respect to the CDOR-based Advance, the first Contract Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based US Base Rate Advance or Canadian Prime Rate Advance, which may then be converted into a EurodollarEurodollar- based Advance or CDOR-based Advance Advance, respectively, in compliance with this Agreement.;
(b2) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit Toronto time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based US Base Rate Advance or a Canadian Prime Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit Toronto time) on the proposed date for such Revolving Credit Advance;
(c3) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of CreditAdvances, shall not exceed the Net Revolving Credit Aggregate Commitment;
(d4) in the case of a Prime-based US Base Rate Advance or Canadian Prime Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 US$ or CAN$300,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000US$ or CAN$300,000;
(e5) in the case of a Eurodollar-based Advance, BBA LIBOR-based Advance or CDOR-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same EurodollarEuro-Interest Period or Contract Period, respectively, if any, shall be at least $2,000,000 US$ or CAN$ or € 500,000 (or a larger integral multiple of $US$ or CAN$ or € 100,000) or the remainder available under the Net Revolving Credit Aggregate Commitment if less than $2,000,000 US$ or CAN$ or € 500,000 and at any one time there shall not be in effect more than three four (34) different EurodollarEuro-Interest Periods or Contract Periods;, respectively; and
(f6) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(a) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(b) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(c) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date. The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.4 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.4 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund refunding of any Revolving Credit Advance in the same type of Revolving Credit Advance or to convert a conversion of any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.. Table of Contents
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit Detroit, Michigan time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit Detroit, Michigan time) on the proposed date for of such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (xi) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of the Borrowers’ Reimbursement Obligations hereunder), plus (yii) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000Commitment, whichever is less;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,500,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if Commitment, whichever is less than $2,000,000 and at any one time there shall not be in effect more than three (3) five different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such Advances and, in the event the Agent, acting on behalf of the Revolving Credit
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (RetailMeNot, Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit such Advance in the same type of Advance or to convert any Revolving Credit such Advance to any other type of Advance of the Revolving Credit Advance only by after delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for a person previously authorized (in a writing delivered to the Agent by Borrower Representativeto execute such Request, subject to the followingfollowing and to the remaining provisions hereof:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit AdvanceAdvance form, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and;
(iii) whether such Advance is to be provided in Dollars or euros; provided, however that any Revolving Credit Advance made on the Effective Date shall be provided in Dollars; and
(iv) whether such Advance is to be a Prime-based Advance or a EurodollarEurocurrency-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, ; provided, however, that the initial Revolving Credit Advance made under this Agreement on the Effective Date shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.;
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. noon (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. 11:00 a.m. (Detroit time) on such proposed date for Prime-based Advances in Dollars or in the case of Advances to be made in euros, for which the Request for Advance must be delivered by 11:00 a.m. (Detroit time) one (1) Business Day prior to the proposed date for such Revolving Credit of Advance;
(c) on the proposed date of such Revolving Credit Advance, after giving effect to the sum of (x) the aggregate principal amount Dollar Amount of all Revolving Credit Advances and Swing Line Advances outstanding Letters of Credit requested by Borrower on such date (including, without duplication) , the deemed Advances that are deemed to be disbursed funded by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower’s or an applicable Account Party’s Reimbursement Obligations Obligation hereunder), the sum of (x) the Dollar Amount of the aggregate principal amount of all Advances of the Revolving Credit and of the Swing Line requested or outstanding on such date plus (y) the Dollar Amount of all Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of the then applicable Revolving Credit Aggregate CommitmentCommitment and the Borrowing Base; provided however, that, in the case of any Advance being applied to refund an outstanding Advance, the aggregate principal amount of such Advances to be refunded shall not be included for purposes of calculating availability under this Section 2.3(c);
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0001,500,000;
(e) in the case of a EurodollarEurocurrency-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Applicable Interest Rate and Interest Period, if any, shall be in the case of Advances in Dollars, at least Two Million Dollars ($2,000,000 2,000,000) or the equivalent thereof in euros (or a larger integral multiple of One Hundred Thousand Dollars ($100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and equivalent thereof in euros) and, in any case, at any one time there shall not be in effect more than three six (3) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:6)
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. The US Borrowers may request an Advance of the US Revolving Credit, a refund of any US Revolving Credit Advance in the same type of Advance or to convert any US Revolving Credit Advance to any other type of US Revolving Credit Advance only by delivery to the US Agent of a Request for US Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeUS Borrowers, subject to the following:
(a) each such Request for US Revolving Credit Advance shall set forth the information required on the Request for US Revolving Credit Advance, including without limitation:
(i) the proposed date of such US Revolving Credit Advance (or the refunding or conversion of an outstanding US Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new US Revolving Credit Advance or a refunding or conversion of an outstanding US Revolving Credit Advance; and
(iii) whether such US Revolving Credit Advance is to be a Prime-based US Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based US Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial US Revolving Credit Advance made under this Agreement shall be a Prime-based US Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for US Revolving Credit Advance shall be delivered to the US Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the US Revolving Credit Advance, except in the case of a Prime-based US Base Rate Advance, for which the Request for US Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such US Revolving Credit Advance;
(c) on the proposed date of such US Revolving Credit Advance, the sum of (x) the aggregate principal amount of all US Revolving Credit Advances and US Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the US Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the US Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for US Revolving Credit Advances and US Swing Line Advances and for the issuance of any US Letters of Credit, shall not exceed the lesser of (i) the US Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable US Borrowing Base;
(d) in the case of a Prime-based US Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 US$500,000 or the remainder available under the US Revolving Credit Aggregate Commitment if less than $1,000,000US$250,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding US Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 US$1,000,000 (or a larger integral multiple of $US$100,000) or the remainder available under the US Revolving Credit Aggregate Commitment if less than $2,000,000 US$500,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods;
(f) a Request for US Revolving Credit Advance, once delivered to the US Agent, shall not be revocable by the US Borrowers and shall constitute a certification by the US Borrowers as of the date thereof that:
(i) all conditions to the making of US Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the US Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such US Revolving Credit Advance (both before and immediately after giving effect to such US Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such US Revolving Credit Advance (both before and immediately after giving effect to such US Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such US Revolving Credit Advance (both before and immediately after giving effect to such US Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The US Agent, acting on behalf of the US Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the US Borrowers to make such requests and, in the event the US Agent, acting on behalf of the US Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the US Agent, on the same day as such telephone or email request, an executed Request for US Revolving Credit Advance. The US Borrowers hereby authorize the US Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the US Borrowers acknowledge that the US Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the US Borrowers shall constitute a certification of the matters set forth in the Request for US Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower Representative, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. 10:00 a.m. (Detroit timePacific) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. 10:00 a.m. (Detroit timePacific) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a3.6(b) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 250,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000250,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 8.2(b) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrowers hereby authorize Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrowers acknowledge that Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Credit Agreement (National Technical Systems Inc /Ca/)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a1) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(ia) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(iib) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iiic) whether such Revolving Credit Advance is to be a Prime-based Advance or US Base Rate Advance, a Eurodollar-based Advance, Canadian Prime Rate Advance, CDOR-based Advance or a BBA LIBOR-based Advance, and, except in the case of with respect to a PrimeEurodollar-based Advance or BBA LIBOR-based Advance, the first EurodollarEuro-Interest Period applicable thereto; and with respect to the CDOR-based Advance, the first Contract Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based US Base Rate Advance or Canadian Prime Rate Advance, which may then be converted into a Eurodollar-based Advance or CDOR-based Advance, respectively, in compliance with this Agreement.;
(b2) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit Toronto time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based US Base Rate Advance or a Canadian Prime Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit Toronto time) on the proposed date for such Revolving Credit Advance;
(c3) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of CreditAdvances, shall not exceed the Net Revolving Credit Aggregate Commitment;
(d4) in the case of a Prime-based US Base Rate Advance or Canadian Prime Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 US$ or CAN$300,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000US$ or CAN$300,000;
(e5) in the case of a Eurodollar-based Advance, BBA LIBOR-based Advance or CDOR-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same EurodollarEuro-Interest Period or Contract Period, respectively, if any, shall be at least $2,000,000 US$ or CAN$ or € 500,000 (or a larger integral multiple of $US$ or CAN$ or € 100,000) or the remainder available under the Net Revolving Credit Aggregate Commitment if less than $2,000,000 US$ or CAN$ or € 500,000 and at any one time there shall not be in effect more than three four (34) different EurodollarEuro-Interest Periods or Contract Periods;, respectively; and
(f6) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(a) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(b) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(c) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date. The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.4 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.4 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers Company may request an Advance of the Revolving Credit, a refund of any Advance of the Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Advance of the Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeCompany, subject to the followingfollowing and to the remaining provisions hereof:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance (or a refunding or conversion of an outstanding Revolving Credit Advance); and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. noon (Detroit time) three threetwo (332) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 1:00 p.m. (Detroit time) on the such proposed date for such Revolving Credit Advancedate;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances Advance and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Advances of the Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of CreditCredit requested by the Company on such date of determination (including, without duplication, Advances that are deemed disbursed pursuant to Section 3.6(a) hereof in respect of the Company’s Reimbursement Obligations hereunder)) the principal amount of all Advances and Letter of Credit Obligations shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the Borrowing Base Limitation, in each case then applicable; provided however, that, in the case of any Advance of the Revolving Credit being applied to refund an outstanding Swing Line Advance or repay any Letter of Credit Obligations, the aggregate principal amount of Swing Line Advances to be refunded or Letter of Credit Obligations to be paid, as the case may be, shall not be included for purposes of calculating the limitation under this Section 2.3(c);
(d) the principal amount of such Advance, plus the amount of any other outstanding Advance of the Revolving Credit to be then combined therewith having the same Applicable Interest Rate and Interest Period, if any, shall be (i) in the case of a PrimeBase Rate Advance at least One Million Five Hundred Thousand Dollars ($1,500,000) and (ii) in the case of a Eurodollar-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be Advance at least Two Million Five Hundred Thousand Dollars ($1,000,000 2,500,000), or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 2,500,000 and at any one time there shall not be in effect more than three seven (37) different Eurodollar-Applicable Interest Rates and Interest Periods;
(fe) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and Company;
(f) each Request for Advance shall constitute and include a certification by Borrowers the Company as of the date thereof that:
(i) both before and after such Advance, the obligations of the Company set forth in this Agreement and of Company and its Subsidiaries in the other Loan Documents to which such Persons are parties are valid, binding and enforceable obligations of such Persons;
(ii) all conditions to Advances of the Revolving Credit have been satisfied, and shall remain satisfied to the date of such Advance (both before and after giving effect to such Advance);
(iii) there is no Default or Event of Default in existence, and none will exist upon the making of such Advance (both immediately before and after giving effect to such Advance);
(iv) the representations and warranties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the making of such Advance, except to the extent such representations and warranties (other than Section 6.12 hereof, which shall be deemed to be remade as of the date of such Request for purposes of this clause (iv), notwithstanding the limitation contained therein) are not, by their terms, continuing representations and warranties, but speak only as of a specific date (both immediately before and after giving effect to such Advance); and
(v) the execution of such Request for Advance will not violate the material terms and conditions of any material contract, agreement or other borrowing of Company. Agent, acting on behalf of the Banks, may, at its option, lend under this Section 2 upon the telephone or e-mail request of an Authorized Signer of the Company to make such requests and, in the event Agent, acting on behalf of the Banks, makes any such Advance upon a telephone or email request, the Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Advance. The Company hereby authorizes Agent to disburse Advances under this Section
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of the Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 500,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000500,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 750,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 750,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:that (provided that the certifications below in clause (i) and clause (iii) shall not be applicable with respect to any conversion of any borrowings pursuant to Section 2.3, or 2.4 hereof and any advance deemed to have been made in respect of a Letter of Credit under Section 3.6(c) hereof):
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrowers hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrowers acknowledge that the Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Credit Agreement (Bazaarvoice Inc)
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit such Advance in the same type of Advance or to convert any Revolving Credit such Advance to any other type of Advance of the Revolving Credit Advance only by after delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for a Responsible Officer of CALP (previously authorized (in a writing delivered to the Borrower RepresentativeAgent) by CALP to execute such Request), subject to the followingfollowing and to the remaining provisions hereof:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit AdvanceAdvance form annexed hereto as Exhibit A, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and;
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a EurodollarEurocurrency-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that ; and
(iv) to the initial Revolving Credit Advance made under this Agreement shall be extent the Borrowers intend to add a Prime-based Advance, which may then be converted into new Eligible Property to the Borrowing Base (other than pursuant to a Eurodollar-based Advance regular Borrowing Base Certificate delivered in compliance with this Agreement.Section 7.2(c) hereof), the Borrower shall deliver a special Borrowing Base Certificate satisfying the requirements of Section 4.3 hereof, giving effect to such Advance and the inclusion of the new Eligible Property in the Borrowing Base;
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. noon (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a PrimeEurocurrency-based Advance, for which the Request for Revolving Credit Advance must be delivered and by 12:00 p.m. 11:00 a.m. (Detroit time) on the proposed date for such Revolving Credit of a Prime-based Advance;
(c) on the proposed date of such Revolving Credit Advance, after giving effect to all Advances and all Letters of Credit requested by any of the Borrowers on such date of determination (and all other outstanding requests for Advances and Letters of Credit), the sum of (x) the aggregate outstanding principal amount of all Advances of the Revolving Credit Advances and of the Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the outstanding Letter of Credit Obligations as of on such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, date shall not exceed the lesser of then applicable Revolving Credit Aggregate CommitmentCommitment and the Borrowing Base, determined on the basis of a current regular Borrowing Base Certificate meeting the requirements of Section 7.2(c) hereof or a special Borrowing Base Certificate meeting the requirements of Section 4.3 hereof; provided however, that, in the case of any Advance being applied to refund an outstanding Advance, the aggregate principal amount of such Advances to be refunded shall not be included for purposes of calculating availability under this Section 2.3(c);
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000500,000;
(e) in the case of a EurodollarEurocurrency-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Advance of the Revolving Credit Advance to be then combined therewith having the same Eurodollar-Applicable Interest Rate and Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 ), and at any one time there shall not be in effect more than three six (3) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:6)
Appears in 1 contract
Samples: Revolving Credit Agreement (Capital Automotive Reit)
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for a Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.;
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit Detroit, Michigan time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit Detroit, Michigan time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least One Million Five Hundred Thousand Dollars ($1,000,000 1,500,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than One Million Five Hundred Thousand Dollars ($1,000,0001,500,000);
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least Two Million Five Hundred Thousand Dollars ($2,000,000 2,500,000) (or a larger integral multiple of One Hundred Thousand Dollars ($100,000)) or the remainder available under the Revolving Credit Aggregate Commitment if less than Two Million Five Hundred Thousand Dollars ($2,000,000 2,500,000) and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;; and
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date. Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any individual purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers The Administrative Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Administrative Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeAdministrative Borrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Administrative Agent by 12:00 p.m. (Detroit Detroit, Michigan time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit Detroit, Michigan time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Administrative Agent under Section 3.6(a3.6(c) hereof in respect of the Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Administrative Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Administrative Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Administrative Borrower to make such requests and, in the event the Administrative Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Administrative Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrowers hereby authorize the Administrative Agent to disburse Advances to the Administrative Borrower under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrowers acknowledge that the Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Administrative Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving and Term Loan Credit Agreement (American Midstream Partners, LP)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a [Eurodollar-based based]BSBY Rate Advance, and, [except in the case of a Prime-based Base]with respect to each BSBY Rate Advance, the first Eurodollar-Interest [Eurodollar-]Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a [Eurodollar-based based]BSBY Rate Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) [)], the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 750,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000750,000;
(e) in the case of a [Eurodollar-based based]BSBY Rate Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest [Eurodollar-]Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods[Eurodollar-]Interest Periods with respect to the Revolving Credit outstanding at any time;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Montauk Renewables, Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all outstanding Revolving Credit Advances and Swing Line Advances outstanding owing to Swing Line Lender on such date (including, without duplication) duplication the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 750,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000750,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required herein), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the email request of an Authorized Signer of Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon an email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any email request. Each telephone or email request for an Advance from an Authorized Signer for Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Credit Agreement (Universal Truckload Services, Inc.)
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based BSBY Rate Advance, and, except in the case of a Prime-based with respect to each BSBY Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based BSBY Rate Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) , the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of the Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 750,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000750,000;
(e) in the case of a Eurodollar-based BSBY Rate Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three a total of five (35) different Eurodollar-Interest PeriodsPeriods with respect to the Revolving Credit outstanding at any time;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrowers hereby authorize the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrowers acknowledge that the Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Credit Agreement (Warby Parker Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers The Parent (for and on behalf of the Borrowers) may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeParent, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that that, unless the initial Borrowers deliver to Agent a funding indemnity letter and a Request for Revolving Credit Advance, in each case in form and substance satisfactory to Agent, at least three (3) Business Days prior to the Effective Date, any Revolving Credit Advance made under this Agreement on the Effective Date shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. 9:00 a.m. (Detroit San Diego, California time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. 9:00 a.m. (Detroit San Diego, California time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a) hereof in respect of the Borrowers’ ' Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 750,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000750,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three 5 (3five) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than (A) any representation or warranty that expressly speaks only as of a different date and (B) such exceptions and qualifications to such representations and warranties that are disclosed in writing to and approved by Agent and the Majority Lenders, with such approval not to be unreasonably withheld; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrowers hereby authorize the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrowers acknowledge that the Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit Agreement (Bridgepoint Education Inc)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 750,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000750,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,000,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Montauk Renewables, Inc.)
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit Detroit, Michigan time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit Detroit, Michigan time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (xi) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of the Borrowers’ Reimbursement Obligations hereunder), plus (yii) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000Commitment, whichever is less;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,500,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if Commitment, whichever is less than $2,000,000 and at any one time there shall not be in effect more than three (3) five different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrowers hereby authorize the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrowers acknowledge that the Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (RetailMeNot, Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers Company or a Permitted Borrower (with the countersignature of Company hereunder) may request an Advance of the Revolving Credit, a refund of any Revolving Credit such Advance in the same type of Advance or to convert any Revolving Credit such Advance to any other type of Advance of the Revolving Credit Advance only by after delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for authorized officer of Company or of such Permitted Borrower (with the Borrower Representativecountersignature of an authorized officer of the Company), subject to the followingfollowing and to the remaining provisions hereof:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit AdvanceAdvance form annexed hereto as Exhibit A, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and;
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a EurodollarEurocurrency-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that ; and
(iv) in the initial Revolving Credit Advance made under this Agreement shall be case of a PrimeEurocurrency-based Advance, the Permitted Currency in which may then such Advance is to be converted into a Eurodollar-based Advance in compliance with this Agreementmade.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. 12 noon (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. noon (Detroit time) on the such proposed date for such Revolving Credit Advancedate;
(c) on the proposed date principal amount (or Dollar Amount of the principal amount, if such Advance of the Revolving Credit is being initially funded in an Alternative Currency) of such requested Advance, plus the principal amount (or Dollar Amount of the principal amount, if such other Advance is being initially funded in an Alternative Currency) of any other Advances of the Revolving Credit Advanceand of the Swing Line being requested on such date, plus the sum of (x) the aggregate principal amount of all other Advances of the Revolving Credit Advances and of the Swing Line Advances then outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect whether to all Company or the Permitted Borrowers (using the Current Dollar Equivalent of any such Advances outstanding requests for Revolving Credit Advances and Swing Line Advances and for in any Alternative Currency, determined pursuant to the issuance terms hereof as of the date of such requested Advance), plus the aggregate undrawn portion of any Letters of CreditCredit which shall be outstanding as of the date of the requested Advance (based on the Dollar Amount of the undrawn portion of any Letters of Credit denominated in Dollars and the Current Dollar Equivalent of the undrawn portion of any Letters of Credit denominated in any Alternative Currency), the aggregate face amount of Letters of Credit requested but not yet issued (determined as aforesaid) and the aggregate amount of all drawings made under any Letter of Credit for which the Agent has not received full reimbursement from the applicable Account Party (using the Current Dollar Equivalent thereof for any Letters of Credit denominated in any Alternative Currency), shall not exceed the Revolving Credit Aggregate CommitmentMaximum Amount; provided however, that, in the case of any Advance of the Revolving Credit being applied to refund an outstanding Swing Line Advance, the aggregate principal amount of Swing Line Advances to be refunded shall not be included for purposes of calculating the limitation under this Section 2.3(c);
(d) in the case of a Prime-based AdvanceCAC UK, the principal amount of the initial funding Advance of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit being requested by CAC UK (determined and tested as aforesaid), plus the principal amount of any other Advances of the Revolving Credit and of the Swing Line being requested by the Permitted Borrowers (including CAC UK) on such date, plus the principal amount of any other Advances of the Revolving Credit and all Advances of the Swing Line then outstanding to the Permitted Borrowers hereunder (including CAC UK) (determined as aforesaid), plus the undrawn portion of any Letter of Credit which shall be outstanding as of the date of the requested Advance for the account of the Permitted Borrowers (including CAC UK), plus the aggregate face amount of Letters of Credit requested but not yet issued for the account of the Permitted Borrowers hereunder, including CAC UK (in each case determined as aforesaid), plus the unreimbursed amount of any draws under any Letters of Credit (using the Current Dollar Equivalent thereof for any Letters of Credit denominated in any Alternative Currency) issued for the account of the Permitted Borrowers (including CAC UK), shall not exceed the Aggregate Commitment if less than $1,000,000Sublimit;
(e) in the case of a Eurodollar-based Advanceeither CAC Canada or CAC Ireland, the principal amount of the Advance of the Revolving Credit being requested by such Permitted Borrower (determined and tested as aforesaid), plus the principal amount of any Swing Line Advance being requested by such Permitted Borrower on such date, plus the principal amount of any other Advances of the Revolving Credit and all Advances of the Swing Line then outstanding to such Permitted Borrower hereunder (determined as aforesaid), plus the undrawn portion of any Letter of Credit which shall be outstanding as of the date of the requested Advance for the account of such Permitted Borrower, plus the aggregate face amount of Letters of Credit requested but not yet issued for the account of such Permitted Borrower hereunder (in each case determined as aforesaid), plus the unreimbursed amount of any draws under any Letters of Credit (using the Current Dollar Equivalent thereof for any Letters of Credit denominated in any Alternative Currency) issued for the account of such Permitted Borrower, shall not exceed the Canadian Sublimit or the Irish Sublimit, as the case may be;
(f) the principal amount of such Advance, plus the amount of any other outstanding Advance of the Revolving Credit Advance to be then combined therewith having the same Eurodollar-Applicable Interest Rate and Interest Period, if any, shall be (i) in the case of a Prime-based Advance at least Two Million Five Hundred Thousand Dollars ($2,000,000 2,500,000) and (ii) in the case of a Eurocurrency-based Advance at least Five Million Dollars ($5,000,000) or the equivalent thereof in an Alternative Currency (or a larger integral multiple of One Million Dollars ($100,000) 1,000,000), or the remainder available under equivalent thereof in the Revolving Credit Aggregate Commitment if less than $2,000,000 Applicable Alternative Currency), and at any one time there shall not be in effect more than (x) for Advances in Dollars, five (5) Applicable Interest Rates and Interest Periods, and (y) for Advances in any Alternative Currency, three (3) different Eurodollar-Applicable Interest PeriodsRates and Interest Periods for each such currency;
(fg) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and Company or the Permitted Borrowers;
(h) each Request for Advance shall constitute and include a certification by Borrowers the Company and the applicable Permitted Borrower, if any, as of the date thereof that:
(i) both before and after such Advance, the obligations of the Company and the Permitted Borrowers set forth in this Agreement and the other Loan Documents to which such Persons are parties are valid, binding and enforceable obligations of the Company and the Permitted Borrowers, as the case may be;
(ii) all conditions to Advances of the Revolving Credit have been satisfied, and shall remain satisfied to the date of such Advance (both before and after giving effect to such Advance);
(iii) there is no Default or Event of Default in existence, and none will exist upon the making of such Advance (both before and after giving effect to such Advance);
(iv) the representations and warranties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the making of such Advance (both before and after giving effect to such Advance); and
(v) the execution of such Request for Advance will not violate the material terms and conditions of any material contract, agreement or other borrowing of Company or the Permitted Borrowers.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, Credit shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 500,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000500,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 100,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 100,000 and at any one time there shall not be in effect more than three four (34) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Neophotonics Corp)
Requests for and Refundings and Conversions of Advances. Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Prime Referenced Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Prime Referenced Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Prime Referenced Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit California time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Prime Referenced Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit California time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) duplication the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Prime Referenced Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 250,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000250,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 250,000 in the case of the first such advance (or a larger integral multiple of at least $100,000) ), and thereafter in amounts in integral amounts of at least $100,000, or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 100,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Borrowers contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrowers hereby authorize Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrowers acknowledge that Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Obagi Medical Products, Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (i) the Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 500,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000500,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 750,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 750,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrower hereby authorizes the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers Company or a Permitted Borrower (with the countersignature of Company hereunder) may request an Advance of the a Revolving CreditCredit Advance, a refund of any such Revolving Credit Advance in the same type of Revolving Credit Advance or to convert any such Revolving Credit Advance to any other type of Revolving Credit Advance only by after delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for Officer of Company or of such Permitted Borrower (with the Borrower Representativecountersignature of an Authorized Officer of Company), subject to the followingfollowing and to the remaining provisions hereof:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit AdvanceAdvance form annexed hereto as Exhibit A-1, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or is a refunding or conversion of an outstanding Revolving Credit Advance; and;
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a EurodollarEurocurrency-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that ; and
(iv) in the initial Revolving Credit Advance made under this Agreement shall be case of a PrimeEurocurrency-based Advance, the Permitted Currency in which may then such Revolving Credit Advance is to be converted into a Eurodollar-based Advance in compliance with this Agreementmade.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. noon (Detroit time) three (3) Business Days prior to the proposed date of the such Revolving Credit Advance, except in the case of a Prime-based AdvanceAdvance to the Company or a Domestic Permitted Borrower, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. noon (Detroit time) on the such proposed date for such Revolving Credit Advancedate;
(c) on the proposed date of such Revolving Credit Advance, the sum Dollar Amount of (x) the aggregate principal amount of all such requested Revolving Credit Advance, plus the Dollar Amount of the principal amount of any other Revolving Credit Advances and Swing Line Advances outstanding being requested on such date, plus the principal amount of all other Advances of the Revolving Credit and of the Swing Line (except to the extent being refunded by such requested Revolving Credit Advance) then outstanding hereunder, in each case whether to Company or any of the Permitted Borrowers (using the Current Dollar Equivalent of any such Revolving Credit Advances outstanding in any Alternative Currency, determined pursuant to the terms hereof as of the date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereundersuch requested Revolving Credit Advance), plus (y) the aggregate outstanding amount of all Letter of Credit Obligations as (based on the Dollar Amount of such date, Letter of Credit Obligations for any Letters of Credit denominated in each case after giving effect to all outstanding requests for Revolving Credit Advances Dollars and Swing Line Advances and for the issuance Current Dollar Equivalent of any Letters of Credit, Credit denominated in any Alternative Currency) shall not exceed the Revolving Credit Aggregate Commitment; provided however, that, in the case of any Revolving Credit Advance being applied to refund an outstanding Swing Line Advance, the aggregate principal amount of Swing Line Advances to be refunded shall not be included for purposes of calculating the limitation under this Section 2.3(c);
(d) in the case of a Permitted Borrower, on the proposed date of such Revolving Credit Advance, the principal amount of the Revolving Credit Advance being requested by such Permitted Borrower (determined and tested as aforesaid), plus the principal amount of any other Revolving Credit Advances and Swing Line Advances being requested by such Permitted Borrower on such date, plus the principal amount of any other Revolving Credit Advances and all Swing Line Advances then outstanding to such Permitted Borrower hereunder (determined as aforesaid), plus the Letter of Credit Obligations relating to Letters of Credit issued for the account of such Permitted Borrower, shall not exceed the applicable Permitted Borrower Sublimit;
(e) in the case of a Prime-based Advance, the principal amount of the initial funding of such Revolving Credit Advance, as opposed to any refunding or conversion thereof, shall be at least in a minimum amount of $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0005,000,000;
(ef) in the case of a EurodollarEurocurrency-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Advance of the Revolving Credit Advance to be then combined therewith having the same Eurodollar-Applicable Interest Rate and Interest Period, if any, shall be at least in a minimum amount of Ten Million Dollars ($2,000,000 10,000,000) or the equivalent thereof in an Alternative Currency (or a larger integral whole multiple of One Hundred Thousand Dollars ($100,000) ), or the remainder available under equivalent thereof in the Revolving Credit Aggregate Commitment if less than $2,000,000 applicable Alternative Currency) and at any one time there shall not be in effect more than three (3x) different Eurodollar-for Revolving Credit Advances to Company, ten (10) Applicable Interest Rates and Interest Periods, and (y) for Revolving Credit Advances to each Permitted Borrower five (5) Applicable Interest Rates and Interest Periods for each such currency;
(fg) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and Company or the Permitted Borrowers;
(h) each Request for Revolving Credit Advance shall constitute a certification by Borrowers Company and the applicable Permitted Borrower, if any, as of the date thereof that:
(i) both before and after such Revolving Credit Advance, the obligations of Company and the Permitted Borrowers set forth in this Agreement and the other Loan Documents to which such Persons are parties are valid, binding and enforceable obligations of Company and the Permitted Borrowers, as the case may be;
(ii) all conditions to Revolving Credit Advances of the Revolving Credit have been satisfied, and shall remain satisfied to the date of such Revolving Advance (both before and after giving effect to such Revolving Credit Advance);
(iii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and after giving effect to such Revolving Credit Advance);
(iv) the representations and warranties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the making of such Revolving Credit Advance (both before and after giving effect to such Revolving Credit Advance); and
(v) the execution of such Request for Revolving Credit Advance will not violate the material terms and conditions of any material contract, agreement or other borrowing of Company or the Permitted Borrowers. Agent, acting on behalf of Revolving Credit Lenders, may, at its option, lend under this Section 2 upon the telephone request of an Authorized Officer of Company or a Permitted Borrower and, in the event Agent, acting on behalf of Revolving Credit Lenders, makes any such Advance upon a telephone request, the requesting officer shall fax or email to Agent, on the same day as such telephone request, a Request for Revolving Credit Advance. Company and Permitted Borrowers hereby authorize Agent to disburse Revolving Credit Advances under this Section 2.3 pursuant to the telephone instructions of any person purporting to be a person identified by name on a written list of persons authorized by Company and delivered to Agent prior to the date of such request to make Requests for Revolving Credit Advance on behalf of Company and the Permitted Borrowers. Notwithstanding the foregoing, Company and each Permitted Borrower acknowledge that Company and each such Permitted Borrower shall bear all risk of loss resulting from disbursements made upon any telephone request. Each telephone request for a Revolving Credit Advance shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, ; provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) , the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 1,500,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 1,500,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrowers hereby authorize Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrowers acknowledge that Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Credit Agreement (Multimedia Games Holding Company, Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower's Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the then applicable Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 2,500,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0002,500,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 3,500,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 3,500,000 and at any one time there shall not be in effect more than three ten (310) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower's Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 (or a larger integral multiple of $100,000250,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three four (34) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Borrowers contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Credit Agreement (Englobal Corp)
Requests for and Refundings and Conversions of Advances. Borrowers The Company may request an Advance of the Revolving Credit, a refund of any Revolving Credit such Advance in the same type of Advance or to convert any Revolving Credit such Advance to any other type of Advance of the Revolving Credit Advance only by after delivery to Administrative Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for a person previously authorized (in a writing delivered to the Borrower RepresentativeAdministrative Agent) by the Company to execute such Request, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit AdvanceAdvance form annexed hereto as Exhibit A, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a EurodollarEurocurrency-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Administrative Agent by 12:00 1:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 1:00 p.m. (Detroit time) on the one (1) Business Day prior to such proposed date for such Revolving Credit AdvanceAdvances;
(c) on the proposed date of such Revolving Advance, after giving effect to all Advances and Letters of Credit Advancerequested by the Company on such date (including, without duplication, the deemed Advances funded by the Administrative Agent under Section 3.6(a) hereof in respect of the Company's or an applicable Account Party's reimbursement obligation hereunder), the sum of (x) the aggregate principal amount of all Advances of the Revolving Credit Advances and of the Swing Line Advances requested or outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of the then applicable (i) Revolving Credit Aggregate CommitmentCommitment and (ii) the Borrowing Base; provided however, that, in the case of any Advance being applied to refund or convert an outstanding Advance, the aggregate principal amount of such Advances to be refunded or converted shall not be included for purposes of calculating availability under this Section 2.3(c);
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a EurodollarEurocurrency-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Advance of the Revolving Credit Advance to be then combined therewith having the same Eurodollar-Applicable Interest Rate and Interest Period, if any, shall be at least $2,000,000 1,500,000 (or a larger integral multiple multiples of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three (3) different Eurodollar3 Eurocurrency-based Rates and Eurocurrency-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Administrative Agent, shall not be revocable by Borrowers and the Company;
(g) each Request for Revolving Credit Advance shall constitute a certification by Borrowers the Company, as of the date thereof that:
(i) both before and after such Advance, the obligations of the Loan Parties set forth in this Agreement and the other Loan Documents to which such Persons are parties are valid, binding and enforceable obligations of such Loan Parties (subject to the limitations set forth in Section 6.7 and 6.8 of this Agreement);
(ii) all conditions to Advances of the Revolving Credit have been satisfied, and shall remain satisfied to the date of such Advance (both before and after giving effect to such Advance);
(iii) there is no Default or Event of Default in existence, and none will exist upon the making of such Advance (both before and after giving effect to such Advance);
(iv) the representations and warranties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the making of such Advance (both before and after giving effect to such Advance), other than any representation or warranty that expressly speaks only as of a different date; and
(v) the execution of such Request for Advance will not violate the material terms and conditions of any material contract, agreement or other borrowing of the Company. Administrative Agent, acting on behalf of the Revolving Credit Banks, may, at its option, lend under this Section 2.3 upon the telephone request of a person previously authorized (in a writing delivered to the Administrative Agent) by the Company to make such requests and, in the event Administrative Agent, acting on behalf of the Revolving Credit Banks, makes any such Advance upon a telephone request, the requesting officer shall fax to Administrative Agent, on the same day as such telephone request, a Request for Advance. The Company hereby authorizes Administrative Agent to disburse Advances under this Section 2.3 pursuant to the telephone instructions of any person purporting to be a person identified by name on a written list of persons authorized by the Company and delivered to Administrative Agent prior to the date of such request to make Requests for Advance on behalf of the Company. Notwithstanding the foregoing, the Company acknowledges that the Company shall bear all risk of loss resulting from disbursements made upon any telephone request. Each telephone request for an Advance shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit Pacific time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. 10:00 a.m. (Detroit Pacific time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 2,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0002,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three six (36) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrower to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrower hereby authorizes Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrower acknowledges that Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Quinstreet, Inc)
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Term SOFR Advance, and, except in the case of a Prime-based with respect to each Term SOFR Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Term SOFR Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) U.S. Government Securities Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) , the Advances that are deemed to be disbursed by the Agent under Section 3.6(a3.6(c) hereof in respect of the Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 1,500,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0001,500,000;
(e) in the case of a Eurodollar-based Term SOFR Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 2,500,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 2,500,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to the Agent, shall not be revocable by the Borrowers and shall constitute a certification by the Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event the Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The Borrowers hereby authorize the Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrowers acknowledge that the Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers The US Borrower may request an Advance of the Revolving Credita CAPEX Loan Advance, a refund refunding of any Revolving Credit CAPEX Loan Advance in the same type of Advance or to convert any Revolving Credit CAPEX Loan Advance to any other type of Revolving Credit CAPEX Loan Advance only by delivery to Agent of a Request for Revolving Credit CAPEX Loan Advance executed by an Authorized Signer for the Borrower RepresentativeUS Borrower, subject to the following:
(a) each such Request for Revolving Credit CAPEX Loan Advance shall be accompanied by the invoices and other documentation for the Capital Expenditures to be financed with the proceeds of such Advance (to the extent such Advance is a new CAPEX Loan Advance) and shall set forth the information required on the Request for Revolving Credit CAPEX Loan Advance, including without limitation:
(i) the proposed date of such Revolving Credit CAPEX Loan Advance (or the refunding or conversion of an outstanding Revolving Credit CAPEX Loan Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit CAPEX Loan Advance or a refunding or conversion of an outstanding Revolving Credit CAPEX Loan Advance; and
(iii) whether such Revolving Credit CAPEX Loan Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit CAPEX Loan Advance shall be delivered to Agent by 12:00 p.m. (Detroit Eastern Standard time) three (3) Business Days prior to the proposed date of the Revolving Credit CAPEX Loan Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit CAPEX Loan Advance must be delivered by 12:00 p.m. (Detroit Eastern Standard time) on the proposed date for such Revolving Credit CAPEX Loan Advance;
(c) on the proposed date of such Revolving Credit CAPEX Loan Advance, the sum of (x) the aggregate principal amount of all Revolving Credit CAPEX Loan Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations made as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of CreditCAPEX Loan Advances, shall not exceed the Revolving Credit CAPEX Loan Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 100,000.00 (or a larger multiple thereof) or the remainder available under the Revolving Credit CAPEX Loan Aggregate Commitment if less than $1,000,000100,000.00;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit CAPEX Loan Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 500,000.00 (or a larger integral multiple of $100,000100,000.00) or the remainder available under the Revolving Credit CAPEX Loan Aggregate Commitment if less than $2,000,000 500,000.00 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest PeriodsPeriods with respect to the CAPEX Loan;
(f) a Request for Revolving Credit CAPEX Loan Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers US Borrower as of the date thereof that:
(i) all conditions to the making of CAPEX Loan Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such CAPEX Loan Advance (both before and immediately after giving effect to such CAPEX Loan Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such CAPEX Loan Advance (both before and immediately after giving effect to such CAPEX Loan Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such CAPEX Loan Advance (both before and immediately after giving effect to such CAPEX Loan Advance), other than any representation or warranty that expressly speaks only as of a different date. Agent, acting on behalf of the Lenders, may also, at its option, lend under this Section 3A upon the telephone or email request of an Authorized Signer of the US Borrower to make such requests and, in the event Agent, acting on behalf of the Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for CAPEX Loan Advance. The US Borrower and Lenders hereby authorize Agent to disburse Advances under this Section 3A pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the US Borrower acknowledges that the US Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the US Borrower shall constitute a certification of the matters set forth in the Request for CAPEX Loan Advance form as of the date of such requested Advance.
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Requests for and Refundings and Conversions of Advances. Borrowers The US Borrower may request an Advance of the Revolving Credit, a refund refunding of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only Advance, by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeUS Borrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit Eastern Standard time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit Eastern Standard time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding Facility Usage on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the lesser of (A) the Revolving Credit Aggregate CommitmentCommitment and (B) the then applicable Borrowing Base;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 100,000.00 (or a larger multiple thereof) or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000100,000.00;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 500,000.00 (or a larger integral multiple of $100,000100,000.00) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 500,000.00 and at any one time there shall not be in effect more than three (3three(3) different Eurodollar-Interest PeriodsPeriods with respect to the Revolving Credit;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers Borrower and shall constitute a certification by Borrowers US Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the Borrowing Base Certificate as required in accordance with Section 6.2(a) hereof), and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date. Agent, acting on behalf of the Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the US Borrower to make such requests and, in the event Agent, acting on behalf of the Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. The US Borrower and Lenders hereby authorize Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the US Borrower acknowledges that the US Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the US Borrower shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers Parent may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeParent, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for a Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit California time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit California time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, and each additional Prime-based Advance, shall be at least Five Hundred Thousand Dollars ($1,000,000 500,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than Five Hundred Thousand Dollars ($1,000,000500,000);
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least One Million Dollars ($2,000,000 1,000,000) (or a larger integral multiple of One Hundred Thousand Dollars ($100,000)) or the remainder available under the Revolving Credit Aggregate Commitment if less than One Million Dollars ($2,000,000 1,000,000) and at any one time there shall not be in effect more than three seven (37) different Eurodollar-Interest Periods;
(f) a Request for a Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers any Borrower and shall constitute a certification by Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of Borrowers contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of Parent to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrowers hereby authorize Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, each Borrower acknowledges that Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for Parent shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
Appears in 1 contract
Requests for and Refundings and Conversions of Advances. Borrowers Autocam or a Permitted Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit such Advance in the same type of Advance or to convert any Revolving Credit such Advance to any other type of Advance of the Revolving Credit Advance only by after delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for a person previously authorized (in a writing delivered to the Agent by Autocam) or such Permitted Borrower Representativeto execute such Request, subject to the followingfollowing and to the remaining provisions hereof:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit AdvanceAdvance form annexed hereto as Exhibit A, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and;
(iii) whether such Revolving Credit Advance is to be a Prime-based Advance or a EurodollarEurocurrency-based Advance, and, except in the case of a Prime-based Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that ; and
(iv) in the initial Revolving Credit Advance made under this Agreement shall be case of a PrimeEurocurrency-based Advance, the Permitted Currency in which may then such Advance is to be converted into a Eurodollar-based Advance in compliance with this Agreementmade.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. noon (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 11:00 a.m. (Detroit time) on such proposed date for Advances to a Domestic Permitted Borrower and by 2:00 p.m. (Detroit time) on the one (1) Business Day prior to such proposed date for such Revolving Credit AdvanceAdvances to a Foreign Permitted Borrower;
(c) on the proposed date of such Advance,
(i) in the case of any Revolving Borrower, the Dollar amount of the principal amount of such requested Advance plus the Dollar Amount of the principal amount of any other Advances of the Revolving Credit and of the Swing Line being requested by any Revolving Borrower on such date plus the Dollar Amount of the face amount of any Letters of Credit requested by any Revolving Borrower on such date plus the amount of any Brazilian Advances being requested by Autocam Brazil on such date shall not exceed the Maximum Availability;
(ii) in the case of any Revolving Borrower requesting an Advance in any Alternative Currency, the Dollar amount of the principal amount of such requested Advance plus the Dollar Amount of the principal amount of any other Advances of the Revolving Credit being requested by any Revolving Borrower in any Alternative Currency on such date plus the Dollar Amount of the face amount of any Letters of Credit to be denominated in any Alternative Currency requested by any Borrower on such date shall not exceed the Maximum Multicurrency Availability; and
(iii) in the case of any Permitted Borrower, the Dollar amount of the principal amount of such requested Advance plus the Dollar Amount of the principal amount of any other Advances of the Revolving Credit and of the Swing Line being requested by such Permitted Borrower on such date plus the Dollar Amount of the face amount of any Letters of Credit requested by such Permitted Borrower on such date shall not exceed the Permitted Borrower Sublimit applicable to such Permitted Borrower; provided however, that, in the case of any Advance of the Revolving Credit being applied to refund an outstanding Swing Line Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, refunded shall not exceed be included for purposes of calculating the Revolving Credit Aggregate Commitmentlimitation under this Section 2.3(c);
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,0001,500,000;
(e) in the case of a EurodollarEurocurrency-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Advance of the Revolving Credit Advance to be then combined therewith having the same Eurodollar-Applicable Interest Rate and Interest Period, if any, shall be at least Two Million Five Hundred Thousand Dollars ($2,000,000 2,500,000) or the equivalent thereof in an Alternative Currency (or a larger integral multiple of Fifty Thousand Dollars ($100,000) 50,000), or the remainder available under equivalent thereof in the Revolving Credit Aggregate Commitment if less than $2,000,000 applicable Alternative Currency) and at any one time there shall not be in effect more than three (3x) different Eurodollar-for Advances to Autocam four (4) Applicable Interest Rates and Interest Periods, and (y) for Advances to each Permitted Borrower four (4) Applicable Interest Rates and Interest Periods for each such currency;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and the Revolving Borrowers;
(g) each Request for Revolving Credit Advance shall constitute a certification by Borrowers Autocam and the applicable Permitted Borrower, if any, as of the date thereof that:
(i) both before and after such Advance, the obligations of the Borrowers and the Guarantors set forth in this Agreement and the other Loan Documents to which such Persons are parties are valid, binding and enforceable obligations of the applicable Borrowers and Guarantors;
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Autocam Corp/Mi)
Requests for and Refundings and Conversions of Advances. The Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to the Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based basedTerm SOFR Advance, and, except in the case of a Prime-based Base Ratewith respect to each Term SOFR Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Rate Advance, which may then be converted into a Eurodollar-based basedTerm SOFR Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to the Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 (or a larger integral multiple of $100,000) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Archaea Energy Inc.)
Requests for and Refundings and Conversions of Advances. Borrowers The Borrower may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent the Bank of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrower, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a PrimePRR-based Advance or a EurodollarLIBOR-based Advance, and, except in the case of a PrimePRR-based Advance, the first EurodollarLIBOR-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a PrimePRR-based Advance, which may then be converted into a EurodollarLIBOR-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent the Bank by 12:00 p.m. 10:00 a.m. (Detroit California time) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a PrimePRR-based Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. 10:00 a.m. (Detroit California time) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by Agent the Bank under Section 3.6(a3.5(b) hereof in respect of Borrowers’ the Borrower’s Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a PrimePRR-based Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 100,000.00 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000100,000.00;
(e) in the case of a EurodollarLIBOR-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same EurodollarLIBOR-Interest Period, if any, shall be at least $2,000,000 250,000.00 (or a larger integral multiple of $100,000100,000.00) or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 and at any one time there shall not be in effect more than three six (36) different EurodollarLIBOR-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agentthe Bank, shall not be revocable by Borrowers the Borrower and shall constitute a certification by Borrowers the Borrower as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date;
(g) At the option of the Bank, subject to revocation by the Bank at any time and from time to time, the Borrower may utilize the Bank’s “Sweep to Loan” automated system for obtaining Advances and making periodic repayments. At any time during which the “Sweep to Loan” system is in effect, Advances shall be advanced to fund borrowing needs pursuant to the terms of the Sweep Agreement. Each time an Advance is made using the “Sweep to Loan” system, the Borrower shall be deemed to have certified to the Bank each of the matters set forth in Section 2.3(f). Principal and interest on Advances requested, or deemed requested, pursuant to this Section shall be paid pursuant to the terms and conditions of the Sweep Agreement without any deduction, setoff or counterclaim whatsoever. Unless sooner paid pursuant to the provisions hereof or the provisions of the Sweep Agreement, the principal amount of the Revolving Credit shall be paid in full, together with accrued interest thereon, on the Revolving Credit Maturity Date. The Bank may suspend or revoke the Borrower’s privilege to use the “Sweep to Loan” system at any time and from time to time for any reason and, immediately upon any such revocation, the “Sweep to Loan” system shall no longer be available to the Borrower for the funding of Advances hereunder (or otherwise), and the regular procedures set forth in this Section 2.3 for the making of Advances shall be deemed immediately to apply. The Bank may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of Borrower to make such requests and, in the event the Bank makes any such Advance upon a telephone or email request, such Authorized Signers shall fax or deliver by electronic file to the Bank, on the same day as such telephone or email request, an executed Request for Advance. The Borrower hereby authorizes the Bank to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the Borrower acknowledges that the Borrower shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from Authorized Signers for the Borrower shall constitute a certification of the matters set forth in the Request for Advance form as of the date of such requested Advance.
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Requests for and Refundings and Conversions of Advances. The US Borrowers may request an Advance of the US Revolving Credit, a refund of any US Revolving Credit Advance in the same type of Advance or to convert any US Revolving Credit Advance to any other type of US Revolving Credit Advance only by delivery to the US Agent of a Request for US Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeUS Borrowers, subject to the following:
(a) each such Request for US Revolving Credit Advance shall set forth the information required on the Request for US Revolving Credit Advance, including without limitation:
(i) the proposed date of such US Revolving Credit Advance (or the refunding or conversion of an outstanding US Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new US Revolving Credit Advance or a refunding or conversion of an outstanding US Revolving Credit Advance; and
(iii) whether such US Revolving Credit Advance is to be a Prime-based US Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based US Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial US Revolving Credit Advance made under this Agreement shall be a Prime-based US Base Rate Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for US Revolving Credit Advance shall be delivered to the US Agent by 12:00 p.m. (Detroit time) three (3) Business Days prior to the proposed date of the US Revolving Credit Advance, except in the case of a Prime-based US Base Rate Advance, for which the Request for US Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit time) on the proposed date for such US Revolving Credit Advance;
(c) on the proposed date of such US Revolving Credit Advance, the sum of (x) the aggregate principal amount of all US Revolving Credit Advances and US Swing Line Advances outstanding on such date (including, without duplication) the Advances that are deemed to be disbursed by the US Agent under Section 3.6(a3.6.1(c) hereof in respect of Borrowers’ the US Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for US Revolving Credit Advances and US Swing Line Advances and for the issuance of any US Letters of Credit, shall not exceed the lesser of (i) the US Revolving Credit Aggregate CommitmentCommitment and (ii) the then applicable US Borrowing Base;
(d) in the case of a Prime-based US Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 US$500,000 or the remainder available under the US Revolving Credit Aggregate Commitment if less than $1,000,000US$500,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding US Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 US$1,000,000 (or a larger integral multiple of $US$100,000) or the remainder available under the US Revolving Credit Aggregate Commitment if less than $2,000,000 US$1,000,000 and at any one time there shall not be in effect more than three (3) different Eurodollar-Interest Periods;
(f) a Request for US Revolving Credit Advance, once delivered to the US Agent, shall not be revocable by the US Borrowers and shall constitute a certification by the US Borrowers as of the date thereof that:
(i) all conditions to the making of US Revolving Credit Advances set forth in this Agreement have been satisfied (including, without limitation, the delivery of the US Borrowing Base Certificate as required in accordance with Section 7.2(b) hereof), and shall remain satisfied to the date of such US Revolving Credit Advance (both before and immediately after giving effect to such US Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such US Revolving Credit Advance (both before and immediately after giving effect to such US Revolving Credit Advance); and
(iii) the representations and warranties of the Credit Parties contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such US Revolving Credit Advance (both before and immediately after giving effect to such US Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; The US Agent, acting on behalf of the US Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the US Borrowers to make such requests and, in the event the US Agent, acting on behalf of the US Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to the US Agent, on the same day as such telephone or email request, an executed Request for US Revolving Credit Advance. The US Borrowers hereby authorize the US Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, the US Borrowers acknowledge that the US Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the US Borrowers shall constitute a certification of the matters set forth in the Request for US Revolving Credit Advance form as of the date of such requested Advance.
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Requests for and Refundings and Conversions of Advances. Borrowers may request an Advance of the Revolving Credit, a refund of any Revolving Credit Advance in the same type of Advance or to convert any Revolving Credit Advance to any other type of Revolving Credit Advance only by delivery to Agent of a Request for Revolving Credit Advance executed by an Authorized Signer for the Borrower RepresentativeBorrowers, subject to the following:
(a) each such Request for Revolving Credit Advance shall set forth the information required on the Request for Revolving Credit Advance, including without limitation:
(i) the proposed date of such Revolving Credit Advance (or the refunding or conversion of an outstanding Revolving Credit Advance), which must be a Business Day;
(ii) whether such Advance is a new Revolving Credit Advance or a refunding or conversion of an outstanding Revolving Credit Advance; and
(iii) whether such Revolving Credit Advance is to be a Prime-based Base Rate Advance or a Eurodollar-based Advance, and, except in the case of a Prime-based Base Rate Advance, the first Eurodollar-Interest Period applicable thereto, provided, however, that the initial Revolving Credit Advance made under this Agreement shall be a Prime-based Base Advance, which may then be converted into a Eurodollar-based Advance in compliance with this Agreement.
(b) each such Request for Revolving Credit Advance shall be delivered to Agent by 12:00 p.m. (Detroit timeP.S.T.) three (3) Business Days prior to the proposed date of the Revolving Credit Advance, except in the case of a Prime-based Base Rate Advance, for which the Request for Revolving Credit Advance must be delivered by 12:00 p.m. (Detroit timeP.S.T.) on the proposed date for such Revolving Credit Advance;
(c) on the proposed date of such Revolving Credit Advance, the sum of (x) the aggregate principal amount of all Revolving Credit Advances and Swing Line Advances outstanding on such date (including, without duplication) duplication the Advances that are deemed to be disbursed by Agent under Section 3.6(a) hereof in respect of Borrowers’ Reimbursement Obligations hereunder), plus (y) the Letter of Credit Obligations as of such date, in each case after giving effect to all outstanding requests for Revolving Credit Advances and Swing Line Advances and for the issuance of any Letters of Credit, shall not exceed the Revolving Credit Aggregate Commitment;
(d) in the case of a Prime-based Base Rate Advance, the principal amount of the initial funding of such Advance, as opposed to any refunding or conversion thereof, shall be at least $1,000,000 250,000 or the remainder available under the Revolving Credit Aggregate Commitment if less than $1,000,000250,000;
(e) in the case of a Eurodollar-based Advance, the principal amount of such Advance, plus the amount of any other outstanding Revolving Credit Advance to be then combined therewith having the same Eurodollar-Interest Period, if any, shall be at least $2,000,000 250,000 in the case of the first such advance (or a larger integral multiple of at least $100,000) ), and thereafter in amounts in integral amounts of at least $100,000, or the remainder available under the Revolving Credit Aggregate Commitment if less than $2,000,000 100,000 and at any one time there shall not be in effect more than three five (35) different Eurodollar-Interest Periods;
(f) a Request for Revolving Credit Advance, once delivered to Agent, shall not be revocable by Borrowers and shall constitute a certification by Borrowers as of the date thereof that:
(i) all conditions to the making of Revolving Credit Advances set forth in this Agreement have been satisfied, and shall remain satisfied to the date of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance);
(ii) there is no Default or Event of Default in existence, and none will exist upon the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance); and
(iii) the representations and warranties of the Borrowers contained in this Agreement and the other Loan Documents are true and correct in all material respects and shall be true and correct in all material respects as of the date of the making of such Revolving Credit Advance (both before and immediately after giving effect to such Revolving Credit Advance), other than any representation or warranty that expressly speaks only as of a different date; Agent, acting on behalf of the Revolving Credit Lenders, may also, at its option, lend under this Section 2.3 upon the telephone or email request of an Authorized Signer of the Borrowers to make such requests and, in the event Agent, acting on behalf of the Revolving Credit Lenders, makes any such Advance upon a telephone or email request, an Authorized Signer shall fax or deliver by electronic file to Agent, on the same day as such telephone or email request, an executed Request for Revolving Credit Advance. Borrowers hereby authorize Agent to disburse Advances under this Section 2.3 pursuant to the telephone or email instructions of any person purporting to be an Authorized Signer. Notwithstanding the foregoing, Borrowers acknowledge that Borrowers shall bear all risk of loss resulting from disbursements made upon any telephone or email request. Each telephone or email request for an Advance from an Authorized Signer for the Borrowers shall constitute a certification of the matters set forth in the Request for Revolving Credit Advance form as of the date of such requested Advance.
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Samples: Revolving Credit Agreement (Obagi Medical Products, Inc.)
