Common use of Requests for Borrowings Clause in Contracts

Requests for Borrowings. Each Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Trademark Security Agreement (PQ Group Holdings Inc.)

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Requests for Borrowings. Each To request a Revolving Borrowing or a Tranche B-1 Term Loan Borrowing, each conversion from the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by delivery to the other, and each continuation Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request in a form approved by the applicable Administrative Agent and (x) signed by the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Lead Parent Borrower on behalf of the relevant Borrower) by prior written notice to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Tranche A Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each BorrowingTo request a Borrowing (other than a continuation or conversion, each conversion from one Type to the otherwhich is governed by Section 2.8) of (a) Domestic Revolving Loans, and each continuation of LIBO Rate Global Revolving Loans or CDOR Revolving Loans Incremental Term Loans, the relevant Borrower shall be made upon irrevocable notice notify the Administrative Agent of such request by telephone, (i) in the case of a Eurodollar Borrowing, by not later than 11:00 a.m. on the date that is three (3) Business Days before the date of the proposed Borrowing, (ii) in the case of an AC Daily Rate Borrowing or an AC Term Rate Borrowing, by not later than 11:00 a.m. on the date that is four (4) Business Days before the date of the proposed Borrowing, or (iii) in the case of an ABR Borrowing, by not later than 11:00 a.m. on the Business Day of the proposed Borrowing, and (b) the Delayed Draw Term Loan, the Parent Borrower shall notify the Administrative Agent of such request by telephone by not later than 11:00 a.m. on the date that is three (3) Business Days before the date of the proposed Borrowing; provided, that, if the applicable Borrower wishes to request Eurodollar Loans or AC Term Rate Loans having an Interest Period other than one (1), three (3) or six (6) months in duration as provided for such Type of Loan in the Lead Borrower on behalf definition of “Interest Period” in Section 1.1, (I) the relevant Borrower) to the Administrative Agent. Each such applicable notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent by not later than 1:00 p.m. 11:00 a.m. on the date that is four (i4) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one five (5) Business Day Days, in the case of any Borrowing of LIBO an AC Term Rate Loans denominated in Dollars to be made on the Closing Date), (iiBorrowing) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon (II) the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them, and (III) by not later than 11:00 a.m. on the date that is three (3) Business Days before the requested date of such Borrowing, the Administrative Agent shall notify the applicable Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant applicable Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by delivery to the Administrative Agent in the form of a written Borrowing RequestRequest in a form approved by the Administrative Agent, appropriately completed and (1) signed by the Parent Borrower, or (2) in the case of Borrowings by a Responsible Officer of Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Parent Borrower by prior written notice to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (A) the applicable Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (B) the Class and Type of the requested Borrowing; (C) the aggregate amount of such Borrowing; (D) the date of such Borrowing, which shall be a Business Day; (E) in the case of a Eurodollar Borrowing or an AC Term Rate Borrowing, the initial Interest Period to be applicable thereto; (F) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.7; and (G) the currency of such Borrowing (which shall be in Dollars in the case of any Domestic Revolving Loans, Swingline Loans and the Delayed Draw Term Loan, and otherwise shall be in Dollars or an Alternative Currency). If no election as to the currency of a Borrowing of Global Revolving Loans or Incremental Term Loans is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars, or an AC Daily Rate Borrowing or AC Term Rate Borrowing (as applicable for the selected Alternative Currency) if denominated in an Alternative Currency. If no Interest Period is specified with respect to any requested Eurodollar Borrowing or AC Term Rate Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.3, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Xxxxxx’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX FLOW, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (Borrower, or the Lead Borrower Company on behalf of the relevant applicable Borrower) to , shall notify the Administrative Agent. Each Agent of such request (a) by irrevocable written notice must be (via a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (iand signed by the applicable Borrower, or the Company on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurocurrency Borrowing, not later than 12:00 noon, Local Time, three (ii3) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any a Eurocurrency Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing DateDollars) or by irrevocable written notice (iii) on the requested date of any via a written Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, Request in each case, such later time as shall be acceptable to a form approved by the Administrative Agent); providedAgent and signed by such Borrower, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower Company on its behalf) must not later than four (4) Business Days (in the case of a Eurocurrency Borrowing denominated in a Foreign Currency), in each case before the date of the proposed Borrowing or (b) by telephone in the case of an ABR Borrowing, not later than 12:00 noon, New York City time, on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be received given not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing signed by the applicable Borrower pursuant to this Section 2.03 shall be delivered to Borrower, or the Administrative Agent in Company on behalf of the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Coach Inc)

Requests for Borrowings. Each To request a Borrowing, each conversion from the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, two Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type to Business Day before the other, and each continuation date of LIBO Rate Revolving Loans or CDOR Revolving Loans the proposed Borrowing. Each such telephonic Borrowing Request shall be made upon irrevocable notice and shall be confirmed promptly by the applicable Borrower (hand delivery or the Lead Borrower on behalf of the relevant Borrower) telecopy to the Administrative Agent. Each such notice must be Agent of a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with this Section 2.02:2.03: (i) the aggregate amount of the requested Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.04. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement (Nelnet Inc)

Requests for Borrowings. Each To request a Revolving Borrowing or ----------------------- Tranche C Incremental Term Borrowing, each conversion from the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that any such notice of an -------- ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by delivery to the other, and each continuation Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request in a form approved by the applicable Administrative Agent and (x) signed by the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Lead Parent Borrower on behalf of the relevant Borrower) by prior written notice to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6; and (vii) the currency of such Borrowing (which shall be in dollars in the case of Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each To request a Borrowing, each a conversion of Loans from one Type to the other, and each other or a continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Eurodollar Loans, the Borrowers shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request, which may be given by telephone, not later than 1:00 p.m. 11:00 a.m. (i) three Business Days prior to the requested day date of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Revolving Eurodollar Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing conversion of LIBO Eurodollar Loans to Base Rate Loans denominated in Dollars to be made on the Closing Date)Loans, and (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Base Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)Loans; provided, however, that if the Borrower wishes Borrowers wish to request LIBO Rate Revolving Loans or CDOR Revolving Eurodollar Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. 11:00 a.m. (i) four Business Days prior to the requested date of such Borrowing, conversion or continuationcontinuation of Eurodollar Loans, whereupon the Administrative Agent shall give prompt notice to the relevant applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them. Not later than noon, (i) three Business Days before the requested date of such Borrowing, conversion or continuation of Eurodollar Loans, the Administrative Agent shall notify the Borrowers (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant applicable Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable (provided that a request for Loans may, subject to Section 2.15, be conditioned upon consummation of the Acquisition) and, in the case of a telephonic Borrowing Request, shall be confirmed promptly by hand delivery or telecopy or transmission by electronic communication in accordance with Section 9.01(b) to the Administrative Agent in the form of a written Borrowing RequestRequest in a form attached hereto as Exhibit E (in the case of a Borrowing Request for Loans on the Restatement Effective Date, appropriately completed with modifications to reflect the conditions to the borrowing of the Loans on the Restatement Effective Date as provided in this Agreement) and signed by a Responsible Officer of such Borrowerthe Borrowers. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Guarantee Agreement (Constellation Brands, Inc.)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request (which may be by telephone) (i) in the case of a Eurodollar Borrowing, not later than 1:00 12:00 p.m. three Business Days before the date of the proposed Borrowing or (iii) in the case of an ABR Borrowing, not later than 10:00 a.m. on the date of the proposed Borrowing; provided that (A) any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.05(e) may be given not later than 11:00 a.m. on the date of the proposed Borrowing, (B) any such notice of a Borrowing to be made under an Incremental Facility Amendment or a Refinancing Amendment may be given no later than such later time as shall be specified therefor in the applicable Incremental Facility Amendment or Refinancing Amendment, (C) any such notice of a Borrowing to be made on the Closing Date may be given no later 12:00 p.m. two Business Days before the Closing Date and (D) any such notice of a Borrowing of Delayed Draw Term Loans must be given no later than 12:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing proposed Delayed Draw Funding Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, howeverfurther, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an any Interest Period that requires the consent of other than one, two, three or six months in duration as provided in all relevant affected Lenders pursuant to the definition of “Interest Period,(A) the applicable is requested, notice from the applicable Borrower (or the Lead Borrower on its behalf) must shall be received by the Administrative Agent delivered not later than 12:00 p.m. four Business Days prior to before the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant affected Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them, and not later than 12:00 p.m. three Business Days prior to the requested date of such Borrowing, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant affected Lenders. Each such telephonic Borrowing Request shall be, except as may otherwise be specified therefor in the applicable Incremental Facility Amendment or Refinancing Amendment, irrevocable and shall be confirmed promptly by a written notice (or confirmation of telephonic notice) with respect to a Borrowing Request signed by the applicable Borrower pursuant to this Section 2.03 shall be and delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:Agent.

Appears in 1 contract

Samples: Credit Agreement (Jaws Acquisition Corp.)

Requests for Borrowings. Each BorrowingTo request a Borrowing of a Loan, each a conversion of Loans from one Type to the other, and each other or a continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by Eurocurrency Loans, the applicable Borrower shall irrevocably notify the Administrative Agent of such request by (A) telephone or (B) a written Borrowing Request in a form attached hereto as Exhibit C or such other form as may be approved by the Lead Borrower Administrative Agent (including any form on behalf an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of the relevant such Borrower; provided that any telephonic notice must be confirmed immediately by hand delivery or telecopy or transmission by electronic communication in accordance with Section 9.01(b) to the Administrative AgentAgent of a written Borrowing Request. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and Borrowing Request must be received by the Administrative Agent not later than 1:00 p.m. Noon (i) three Business Days prior to the requested day date of the borrowing of Eurocurrency Loans, or any Borrowing, conversion to or continuation of LIBO Rate Revolving Eurocurrency Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing conversion of LIBO Eurocurrency Loans to Base Rate Loans denominated in Dollars to be made on the Closing Date)Loans, and (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing the borrowing of ABR Revolving Loans or Canadian Prime Base Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)Loans; provided, however, that if the such Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Eurocurrency Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. noon four Business Days prior to the requested date of such Borrowingborrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the relevant applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of such borrowing of Eurocurrency Loans, conversion or continuation of Eurocurrency Loans, the Administrative Agent shall notify the applicable Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant applicable Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Term Credit Agreement (Mylan N.V.)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurocurrency Borrowing, not later than 11:00 a.m., Cleveland, Ohio time, three (ii3) four Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO a Floating Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to p.m., Cleveland, Ohio time, on the requested date of the proposed Borrowing; provided that any such notice of a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2A.5 may be given not later than 10:00 a.m., Cleveland, Ohio time, on the date of the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by delivery to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed Request in a form approved by a Responsible Officer of such Borrowerthe Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Type of the requested Borrowing; (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; and (v) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Floating Rate Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.3, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Retail Value Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation Borrower Representative shall notify the Administrative Agent of LIBO Rate Revolving Loans such request either by submitting a Borrowing Notice (delivered by hand or CDOR Revolving Loans shall be made upon irrevocable notice facsimile) signed by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing Representative or by telephone (and promptly confirmed a) in writingthe case of a Eurocurrency Borrowing, not later than noon, Local Time, three Business Days before the date of the proposed Borrowing or (b) and must in the case of an ABR Borrowing, not later than noon, Local Time, on the date of the proposed Borrowing; provided, that with respect to any Eurocurrency Borrowing proposed to be received by made on the Effective Date, the Administrative Agent shall not later than 1:00 p.m. (i) noon, Local Time, three Business Days prior to the requested day Effective Date have received a Borrowing Notice and a funding indemnity side letter by each Borrower requesting such Borrowing for the benefit of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in Administrative Agent and each case, such later time as shall be acceptable Lender reasonably satisfactory to the Administrative Agent), and in case such notice and side letter are not so received by such time, the Borrower shall be deemed to have requested the USD Equivalent of ABR Loans denominated in dollars in lieu of such Eurocurrency Loans; and provided, howeverfurther, that if any such notice of an ABR Revolving Borrowing to finance the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having reimbursement of an Interest Period of other than one, two, three or six months in duration LC Disbursement as provided in the definition of “Interest Period,” (Acontemplated by Section 2.06(e) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must may be received by the Administrative Agent given not later than 12:00 p.m. four Business Days prior to 9:00 a.m., Chicago time, on the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Notice shall be delivered irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Notice signed by a Responsible Officer of such Borrowerthe Borrower Representative. Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.022.01:

Appears in 1 contract

Samples: Credit Agreement (Libbey Inc)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Applicable Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing of LIBO Rate Term Loans denominated in Dollars not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing (or, with respect to Borrowings to be made on the Closing Date, such shorter time as the Administrative Agent may agree in its sole discretion), (iib) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing of LIBO Rate Revolving Loans (x) denominated in a currency Dollars, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing and (y) denominated in an Agreed Currency other than Dollars to be made on Dollars, not later than 11:00 a.m., New York City time, four (4) Business Days before the Closing Date) or (iii) on the requested date of any the proposed Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, with respect to Borrowings to be made on the Amendment No. 56 Effective Date, such later shorter time as the Administrative Agent may agree in its sole discretion) or (c) by telephonic notice in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be acceptable irrevocable and shall be confirmed promptly by email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Applicable Borrower; provided that in respect of the 2015 Term Loans to be borrowed on the Closing Date, the Incremental Term B-1 Loans to be borrowed on the Amendment No. 1 Effective Date, the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, the Fourth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 4 Effective Date, and the Sixth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 6 Effective Date, and the Seventh Amendment Refinancing Term Loans to be borrowed on the Amendment No. 7 Effective Date, any written Borrowing Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans set forth in such conditional Borrowing Request, the Borrower shall be required to compensate the Lenders under Section 2.16 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as and such Borrowing Request may be provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not no later than 12:00 p.m. four 2:00 pm, New York City Time, on the Business Days Day prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Therapeutics Public LTD Co)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to Borrower shall notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is a Borrowing of LIBO Rate Loans denominated in Dollars a Qualified Global Currency other than Dollars, delivered to be made on the Closing DateLondon Administrative Office, 11:00 a.m., London time), (ii) four three Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO a Floating Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to p.m., New York City time, on the requested date of the proposed Borrowing; provided that any such notice of a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by delivery to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed Request in a form approved by a Responsible Officer of such Borrowerthe Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Domestic Revolving Loans and Competitive Bid Loans, and otherwise shall be in a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Floating Rate Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Foreign Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (DDR Corp)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans Borrower or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Co-Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by shall notify the Administrative Agent not later than 1:00 p.m. of such request in writing (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a SOFR Borrowing, (ii) four not later than 12:00 noon, Local Time, three U.S. Government Securities Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, not later than Dollars to be made 10:00 a.m. Local Time, on the Closing Date) or (iii) on Business Day of the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)proposed Borrowing; provided, however, that if any such notice of an ABR Revolving Facility Borrowing to finance the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having reimbursement of an Interest Period of other than one, two, three or six months in duration L/C Disbursement as provided in the definition of “Interest Period,” (Acontemplated by Section 2.05(e) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must may be received by the Administrative Agent given not later than 12:00 p.m. four Business Days prior to noon, Local Time, on the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and Borrowing Request shall be irrevocable. Each such written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) whether such Borrowing is to be a Borrowing of Term B-1 Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans, as applicable; (ii) the aggregate amount of the requested Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) whether such Borrowing is to be an ABR Borrowing or a SOFR Borrowing; (v) in the case of a SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) in the case of a Revolving Facility Borrowing, the currency in which such Borrowing is to be denominated (which shall be Dollars or an Alternate Currency); (vii) the location and number of the Borrower’s or the Co-Borrower’s account to which funds are to be disbursed; and (viii) with respect to Revolving Facility Borrowings, the identity of the Borrower and/or the applicable Co-Borrower in respect of such Borrowing. If no election as to the currency of any Revolving Facility Borrowing is made, then the requested Borrowing shall be made in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested SOFR Borrowing, then the Borrower or the applicable Co-Borrower shall be deemed to have selected an 79 Doc#: US1:18059326v3 Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Xxxxxx’s Loan to be made as part of the requested Borrowing. Section 2.04

Appears in 1 contract

Samples: Credit Agreement (ADT Inc.)

Requests for Borrowings. Each Borrowing, each conversion from one Type to the other, and each continuation Borrowing of LIBO Eurodollar Rate Revolving Loans or CDOR Revolving Loans shall be made upon the Borrower’s irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent, which may be given by (A) telephone or (B) a Loan Notice; provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent of a Loan Notice. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) Loan Notice must be received by the Administrative Agent not later than 12:00 p.m. four noon (i) three Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon any Borrowing of Eurodollar Rate Loans and (ii) on the Administrative Agent requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall give prompt notice to the relevant Lenders of such request and determine specify (i) whether the requested Borrowing is to be a Revolving Borrowing or Term Borrowing, (ii) the requested date of the Borrowing (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) whether such Borrowing is to be a Base Rate Borrowing or a Eurodollar Rate Borrowing, and if applicable, the duration of the Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect thereto and (v) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06. If the Borrower fails to specify a Type of Loan in the Loan Notice, then the applicable Loans shall be made as, or converted to, (x) in the case of a Revolving Borrowing, Base Rate Loans or (y) in the case of a Term Borrowing, Eurodollar Rate Loans with an Interest Period of one month (or, in the case of the initial Borrowing of Term Loans, with an Interest Period as specified in clause (iv) of the definition of “Interest Period”). If the Borrower requests a Borrowing by the applicable Borrower pursuant of Eurodollar Rate Loans in any such Loan Notice, but fails to this Section 2.03 shall specify an Interest Period, it will be delivered deemed to the Administrative Agent in the form have specified an Interest Period of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:one month.

Appears in 1 contract

Samples: Credit Agreement (PharMerica CORP)

Requests for Borrowings. Each To request a Revolving Borrowing or Tranche B Term Borrowing, each conversion from the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the otherreimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., and each continuation New York City time, on the date of LIBO Rate Revolving Loans or CDOR Revolving Loans the proposed Borrowing. Each such telephonic Borrowing Request shall be made upon irrevocable notice and shall be confirmed promptly by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) delivery to the Administrative Agent. Each such notice must be Agent of a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Class and Type of the requested Borrowing; (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto; and (v) the location and number of the Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Revolving Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month's duration, in the case of a Eurodollar Borrowing. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Reimbursement Agreement (SPX Corp)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation Borrower Representative shall notify the Administrative Agent of LIBO Rate Revolving Loans such request either in writing (delivered by hand or CDOR Revolving Loans shall be made upon irrevocable notice fax) by the applicable Borrower (or the Lead Borrower on behalf delivering a Borrowing Request signed by a Responsible Officer of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing Borrower Representative or by telephone (and promptly confirmed in writing) and must be received through Electronic System if arrangements for doing so have been approved by the Administrative Agent (or if an Extenuating Circumstance shall exist, by telephone) not later than 1:00 p.m. (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, 10:00 a.m., Chicago time, three (ii3) four Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made an CBFR Borrowing, noon, Chicago time, on the Closing Datedate of the proposed Borrowing; provided that any such notice of an CBFR Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) or (iii) may be given not later than 9:00 a.m., Chicago time, on the requested date of any such proposed Borrowing. Each such Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as Request shall be acceptable irrevocable and each such telephonic Borrowing Request, if permitted, shall be confirmed immediately upon the cessation of the Extenuating Circumstance by hand delivery, facsimile or a communication through Electronic System to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period Agent of other than one, two, three or six months a written Borrowing Request in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received a form approved by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrowerthe Borrower Representative. Each such telephonic and written (or if permitted, telephonic) Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the name of the applicable Borrower(s); (ii) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) whether such Borrowing is to be an CBFR Borrowing or a Eurodollar Borrowing; and (v) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.” If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a CBFR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the applicable Borrower(s) shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. SECTION 2.04

Appears in 1 contract

Samples: Version Credit Agreement (Nautilus, Inc.)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request in writing (1) (i) in the case of a Eurocurrency Borrowing denominated in Dollars, not later than 1:00 p.m. (i) 3:00 p.m., New York City time, three Business Days prior to before the requested day date of any the proposed Borrowing and (ii) in the case of a Term SOFR Borrowing denominated in Dollars, not later than 3:00 p.m., New York City time, three U.S. Government Securities Business Days before the date of the proposed Borrowing, conversion or continuation (iii) in the case of LIBO Rate Revolving Loans or CDOR Revolving Loans a Alternative Currency Term Benchmark Borrowing denominated in Dollars any Alternative Currency or a XXXXX Loan, not later than 12:00 p.m., New York City time (or one 3:00 p.m., New York City time, in the case of Borrowings denominated in Canadian Dollars) four Business Day Days before the date of the proposed Borrowing and (z) in the case of any Eurocurrency Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Effective Date), such shorter period of time as may be agreed to by the Administrative Agent or (ii2) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of an ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to p.m., New York City time, on the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a such Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be irrevocable and shall be delivered by hand delivery, facsimile or other electronic transmission to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and shall be signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information information: (i) the Facility, Class and Type of Loans to be borrowed or to which existing Loans are to be converted; (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) whether such Borrowing is to be an ABR Borrowing, a Eurocurrency Borrowing, Alternative Currency Term Benchmark Borrowing, Term SOFR Borrowing or a XXXXX Borrowing; (v) in compliance the case of a Eurocurrency Borrowing, a Alternative Currency Term Benchmark Borrowing or Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.02:2.04; and

Appears in 1 contract

Samples: First Lien Credit Agreement (Cyxtera Technologies, Inc.)

Requests for Borrowings. Each To request a Revolving Loan Borrowing or Term Loan Borrowing, each conversion from one Type to the otherBorrower shall notify the Administrative Agent of such request by delivery (by hand delivery, and each continuation facsimile or other electronic transmission) of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request signed by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone Agent (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) 2:00 p.m., New York City time, three Business Days prior to before the requested day date of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars the proposed Borrowing (or one Business Day in the case of any Eurocurrency Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Effective Date)) (or such later time as the Administrative Agent may agree in its sole discretion) or (b) in the case of an ABR Borrowing, (ii) four not later than 2:00 p.m., New York City time, one Business Days Day prior to the requested day date of any the proposed Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars . Each such Borrowing Request shall (or one Business Day x) in the case of any Revolving Loan Borrowing, be irrevocable upon delivery and (y) specify the following information (other than, in the case of clause (vii) below, the Borrowing Request pertaining to Borrowings on the Effective Date): (i) whether the requested Borrowing is to be a Revolving Loan Borrowing, an Initial Term Loan Borrowing or a Borrowing of LIBO Rate any other Class (specifying the Class thereof); (ii) the aggregate amount of such Borrowing (for the avoidance of doubt, any Borrowing of Revolving Loans denominated in a currency other than Dollars to shall be made on allocated pro rata between the Closing Date) or Class A Revolving Commitments and Class B Revolving Commitments); (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion which shall be a Business Day; (iv) whether such Borrowing is to be an ABR Borrowing or continuationa Eurocurrency Borrowing; (v) in the case of a Eurocurrency Borrowing, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested initial Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to be applicable thereto, which shall be a Borrowing period contemplated by the applicable Borrower pursuant definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account to this which funds are to be disbursed, which shall comply with the requirements of Section 2.03 shall be delivered to the Administrative Agent 2.06, or, in the form case of a written any ABR Revolving Loan Borrowing Requestor Swingline Loan requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), appropriately completed and signed by a Responsible Officer the identity of the Issuing Bank that made such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:LC Disbursement; 91 US-DOCS\115047431.4127573765.6

Appears in 1 contract

Samples: Credit Agreement and Incremental Facility Agreement (GoHealth, Inc.)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving RateTerm Benchmark Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in writing or the form of a written Borrowing Request, completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving RateTerm Benchmark Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day or, in the case of any the Borrowing of LIBO Rate Loans denominated in Dollars to be made the Additional Initial Term B-1 Loan on the Closing Amendment No. 13 Effective Date), such later time as the Administrative Agent may agree and (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) 1:00 p.m. on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving RateTerm Benchmark Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such Borrowinglater time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available to by all them and (B) not later than 12:00 noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the appropriate Lenders. Each written notice (or confirmation If no election as to the Type of telephonic notice) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBO RateTerm Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any LIBO RateTerm Benchmark Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section. Signature Page to Term Loan Credit Agreement 392

Appears in 1 contract

Samples: Term Loan Credit Agreement (Claros Mortgage Trust, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Applicable Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing of LIBO Rate Loans denominated in Dollars (or, with respect to Borrowings to be made on the Closing Date), such shorter time as the Administrative Agent may agree in its sole discretion) or (iib) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day by telephonic notice in the case of any an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by email to the Administrative Agent of LIBO Rate Loans denominated a written Borrowing Request in a currency other than Dollars form approved by the Administrative Agent and signed by the Applicable Borrower; provided that in respect of the 2015 Term Loans to be made borrowed on the Closing Date, any written Borrowing Request may be provided by the Borrower on a conditional basis (provided that (1) or (iii) on to the requested date of extent the Borrower does not borrow any Eurocurrency Loans set forth in such conditional Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orRequest, in each case, such later time as the Borrower shall be acceptable required to compensate the Lenders under Section 2.13 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as and such Borrowing Request may be provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not no later than 12:00 p.m. four 2:00 pm, New York City Time, on the Business Days Day prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Requests for Borrowings. (a) Each Borrowing, each conversion of Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Eurocurrency Loans shall be made upon the Borrower’s irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent, which may be given by telephone; provided, however, that any such notice of the Specified Borrowing may be subject to and conditioned upon the occurrence of the Verafin Acquisition Closing Date. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) 12:00 noon, New York City time, three (3) Business Days (or, in the case of the Specified Borrowing, 4:00 p.m., New York City time, three (3) Business Days) prior to the requested date of any Borrowing or continuation of Eurocurrency Loans denominated in Dollars or any conversion of ABR Loans to Eurocurrency Loans, (ii) 12:00 noon, New York City time, four (4) Business Days prior to the requested day date of any Borrowing, conversion Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Eurocurrency Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)an Alternative Currency, (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) 11:00 a.m., New York City time, on the requested date of any Borrowing of ABR Loans under the Revolving A Facility, (iv) 3:00 p.m., New York City time, on the requested date of any Borrowing of ABR Loans or Canadian Prime Rate under the Revolving Loans B Facility (orprovided that any notice provided after 3:00 p.m., in each caseNew York City time, such later on any day will be deemed to have been provided at 8:00 a.m., New York City time as shall be acceptable to on the Administrative Agentnext Business Day); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Eurocurrency Loans or CDOR Revolving Loans (other than Eurocurrency Loans, if any, made on the Closing Date) having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant Lenders. Each written telephonic notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall 2.03(a) must be delivered confirmed promptly by delivery to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing of, conversion to or continuation of Eurocurrency Loans shall be in an amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof. Except as provided in Section 2.05, each Borrowing of or conversion to ABR Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof. Each Borrowing Request (whether telephonic or written) shall specify (i) whether the following information Borrower is requesting a Borrowing of Revolving Loans, a conversion of Revolving Loans from one Type to the other, or a continuation of Eurocurrency Loans, (ii) the requested date of the Borrowing, conversion or continuation, as the case may be (which shall be a Business Day), (iii) the principal amount of Loans to be borrowed, converted or continued, (iv) the currency in compliance which the Loans to be borrowed are to be denominated, (v) the Type of Loans to be borrowed or to which existing Revolving Loans are to be converted and (vi) if applicable, the duration of the Interest Period with Section 2.02:respect thereto, (vii) under which Facility the Borrowing is to be made (or whether the aggregate amount of the Loans requested should be divided between the Facilities on a pro rata basis). If the Borrower fails to specify a Type of Loan in a Borrowing Request or fails to give a timely notice requesting a conversion or continuation, then the applicable Revolving Loans shall be made as, or converted to, ABR Loans (unless the Loan being made or continued is denominated in an Alternative Currency, in which case it shall be made or continued as a Eurocurrency Loan with an Interest Period of one month). Any such automatic conversion to ABR Loans shall be effective as of the last day of the Interest Period then in effect with respect to the applicable

Appears in 1 contract

Samples: Credit Agreement (Nasdaq, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation Borrower shall notify the Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans such request by telephone fifteen (15) Business Days before the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be made upon irrevocable notice and shall be confirmed promptly by the applicable Borrower (hand delivery or the Lead Borrower on behalf of the relevant Borrower) telecopy to the Administrative Agent. Each such notice must be Agent of a written Borrowing Request in writing the form of Exhibit G or by telephone (and promptly confirmed in writing) and must be received any other form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: the aggregate amount of such Borrowing; the date of such Borrowing, which shall be a Business Day; subject to the proviso to the first sentence of Section 2.02(b), whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; and the location and number of the Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.04. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Revolving Credit Agreement (Memc Electronic Materials Inc)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed a) in writingthe case of a Eurodollar Borrowing, not later than 3:00 p.m., New York City time, three (3) and must be received Business Days before the date of the proposed Borrowing (or such later date agreed to by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Eurodollar Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Effective Date), ) or (iib) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, not later than Dollars to be made 3:00 p.m., New York City time, on the Closing Date) or (iii) on the requested date of any the proposed Borrowing. Each such telephonic Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as Request shall be acceptable irrevocable and shall be confirmed promptly by hand delivery or electronic communication in PDF format to xxxxxxxxxxxxxx.xxxxxxxx@xxxxxxxxxx.xxx or facsimile to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period Agent of other than one, two, three or six months in duration as provided a written Borrowing Request in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (form attached hereto as Exhibit D or the Lead Borrower on its behalf) must be received in another form approved by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the amount and Type of Loans to be borrowed, (ii) the date of such Borrowing, which shall be a Business Day, (iii) in the case of Eurodollar Loans, the respective amounts of each such Type of Loan and the respective lengths of the initial Interest Period therefor and (iv) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Td Ameritrade Holding Corp)

Requests for Borrowings. Each To request a Term Loan Borrowing or a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Company shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request by telecopy of a written Borrowing Request signed by the Company (i) three Business Days prior to the requested day of any Borrowingor, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any a Term Loan Borrowing of LIBO Rate Loans or a Revolving Borrowing denominated in Dollars to be made on the Closing Date)U.S. Dollars, (ii) four Business Days prior by telephone confirmed promptly by hand delivery or telecopy to the requested day Administrative Agent of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars written Borrowing Request signed by the Company) (or one Business Day a) in the case of any a Eurodollar Borrowing denominated in U.S. Dollars, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of LIBO Rate Loans the proposed Borrowing, (b) in the case of a Eurodollar Borrowing denominated in a currency other Foreign Currency, not later than Dollars to be made 11:00 a.m., Local Time, four (4) Business Days before the date of the proposed Borrowing, or (c) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)proposed Borrowing; provided, however, that if any such notice of an ABR Revolving Borrowing to finance the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having reimbursement of an Interest Period of other than one, two, three or six months in duration LC Disbursement as provided in the definition of “Interest Period,” (Acontemplated by Section 2.06(e) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must may be received by the Administrative Agent given not later than 12:00 p.m. four Business Days prior to 10:00 a.m., New York City time, on the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall be irrevocable and shall specify the following information in compliance with Section 2.02:: the Class and Type of such Borrowing; the aggregate amount of such Borrowing; the date of such Borrowing, which shall be a Business Day; in the case of a Eurodollar Borrowing, the Agreed Currency and initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Company's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no denomination is specified with respect to any requested Eurodollar Borrowing, then the requested Borrowing shall be denominated in U.S. Dollars. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in U.S. Dollars, the requested Borrowing shall be an ABR Borrowing, and in the case of a Borrowing denominated in a Foreign Currency, the requested Borrowing shall be a Eurodollar Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Company shall be deemed to have selected an Interest Period of one (1) month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each applicable Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Haemonetics Corp)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from the Borrower shall notify the Administrative Agent of such request electronically (a) in the case of a Eurocurrency Borrowing, not later than 12:00 noon, Local Time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 10:00 a.m. Local Time, on the Business Day of the proposed Borrowing; provided, that, (i) to request a Eurocurrency Borrowing or ABR Borrowing on the Closing Date, the Borrower shall notify the Administrative Agent of such request by telephone not later than 5:00 p.m., Local Time, one Type Business Day prior to the otherClosing Date (or such later time as the Administrative Agent may agree), (ii) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, Local Time, on the date of the proposed Borrowing and each continuation (iii) any such notice of LIBO Rate an Incremental Revolving Loans Borrowing or CDOR Revolving Loans shall Incremental Term Borrowing may be made upon irrevocable notice by given at such time as provided in the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentIncremental Assumption Agreement. Each such notice must telephonic Borrowing Request shall be in writing or by telephone irrevocable (and promptly confirmed in writing) and must be received by the Administrative Agent not later other than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to which may be conditioned upon the requested day consummation of any Borrowingthe Merger or, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in a currency other than Dollars to Incremental Commitments, which may be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration conditioned as provided in the definition of “Interest Period,” (Aapplicable Incremental Assumption Agreement) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered confirmed promptly by hand delivery or electronic means to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: First Lien Credit Agreement (Rackspace Technology, Inc.)

Requests for Borrowings. Each Borrowing(a) Working Capital Borrowings and Term Loan Borrowings. To request a Working Capital Borrowing or a Term Loan Borrowing for the purposes described in Section 2.1(d)(ii), each conversion from one Type to the other, and each continuation Borrower shall notify Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three (ii3) four Business Days prior to before the requested day date of any the proposed Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of a Base Rate Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of a Base Rate Borrowing to finance the reimbursement of LIBO Rate Loans denominated in a currency other an LC Disbursement as contemplated by Section 2.4(e) may be given not later than Dollars 10:00 a.m., New York City time, on the date of the proposed Borrowing; and provided, further, that the Syndicated Loan to be funded by the Additional Lender described in the proviso to the first sentence of Section 2.5(a) shall not require any notice by Borrower, shall not be included as a Borrowing for the purpose of the limitation in the number of Borrowings outstanding under the proviso at the end of Section 2.5(c), and, subject to Section 2.9(f), if not made on the Closing Date) or (iii) on last day of the requested Interest Period for the Syndicated Loans prepaid by such new Syndicated Loan, if such Syndicated Loans are Eurodollar Loans, shall have an initial Interest Period equal to the period from the date of any Borrowing funding until the next occurring last day of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period for an outstanding Syndicated Loan or, if such Interest Period is not available hereunder, shall be a Base Rate Loan. To request a Term Loan Borrowing for the purposes described in Section 2.1(d)(i), Borrower shall notify Administrative Agent of other than one, two, three or six months in duration such request as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (Section 2.10(b). Each telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or the Lead Borrower on its behalf) must be received by the facsimile to Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each a written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent Request in the form of a written Borrowing Request, appropriately completed Exhibit B-1 approved by Administrative Agent and signed by a Responsible Officer of such BorrowerBorrower and QUALCOMM. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.5:

Appears in 1 contract

Samples: Bridge Loan Agreement (Qualcomm Inc/De)

Requests for Borrowings. Each (a) To request a Revolving Credit Borrowing (except requests for Swing Loan Borrowings which are subject to Section 2.8(b)), the Borrower shall notify the Agency Services Department of the Administrative Agent located in Boston, Massachusetts of such request by telephone (i) in the case of a Eurodollar Borrowing, each conversion from not later than 11:00 a.m., Boston, Massachusetts time, three Business Days before the date of the proposed Borrowing; PROVIDED, that Eurodollar Borrowings shall not be available on the Effective Date unless otherwise consented to by the Administrative Agent in writing or (ii) in the case of a Base Rate Borrowing not later than 11:00 a.m., Boston, Massachusetts time, one Type Business Day before the date of the proposed Borrowing; PROVIDED that any such notice of a Base Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.4(e) may be given not later than 10:00 a.m., Boston, Massachusetts time, on the date of the proposed Borrowing; PROVIDED FURTHER that the Borrower shall use Swing Loan Borrowings to finance the reimbursement of an LC Disbursement except to the otherextent that such Borrowings would cause the aggregate principal balance of all Swing Loans outstanding to exceed the Swing Loan Sublimit, and each continuation of LIBO in which case the Borrower may use Base Rate Revolving Loans or CDOR Revolving Loans Credit Borrowings to finance such reimbursement, but only to the extent of such excess. Each such telephonic Borrowing Request shall be made upon irrevocable notice and shall be confirmed promptly by the applicable Borrower (hand delivery or the Lead Borrower on behalf of the relevant Borrower) telecopy to the Administrative AgentAgent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower. Each such notice must be To request the Term Loan Borrowings in writing or by telephone (and promptly confirmed in writing) and must be received by respect of the Redemption, the Borrower shall deliver a written Borrowing Request to the Agency Services Department of the Administrative Agent not later than 1:00 p.m. (i) 11:00 a.m., Boston, Massachusetts time, three Business Days prior to before the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:proposed Borrowings.

Appears in 1 contract

Samples: Credit Agreement (Affinity Group Holding Inc)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans Borrower or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Co-Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by shall notify the Administrative Agent not later than 1:00 p.m. of such request in writing (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any a SOFR Borrowing, not later than 12:00 noon, Local Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (b) in the case of LIBO Rate Loans denominated in Dollars to be made an ABR Borrowing, not later than 10:00 a.m. Local Time, on the Closing Date)Business Day of the proposed Borrowing; provided, that (i) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, Local Time, on the date of the proposed Borrowing, (ii) four to request a SOFR Borrowing on the Fourteenth Incremental Assumption and Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall notify the Administrative Agent of such request in writing no later than 12:00 noon, Local Time, one U.S. Government Securities Business Days Day prior to the requested day Fourteenth Incremental Assumption and Amendment Agreement Effective Date and (iii) to request an ABR Borrowing on the Fourteenth Incremental Assumption and Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall notify the Administrative Agent of any Borrowingsuch request in writing no later than 12:00 noon, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or Local Time, one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request Fourteenth Incremental Assumption and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such BorrowerAmendment Agreement Effective Date. Each such telephonic and Borrowing Request shall be irrevocable. Each such written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (ADT Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (Borrower, or the Lead Administrative Borrower on behalf of the relevant applicable Borrower) to , shall notify the Administrative Agent. Each Agent of such request (a) by irrevocable written notice must be (via a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (iand signed by the applicable Borrower, or the Administrative Borrower on behalf of the applicable Borrower, promptly followed by telephonic confirmation of such request) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurocurrency Borrowing, not later than 12:00 noon, Local Time, three (ii3) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any a Eurocurrency Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing DateDollars) or by irrevocable written notice (iii) on the requested date of any via a written Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, Request in each case, such later time as shall be acceptable to a form approved by the Administrative Agent); providedAgent and signed by such Borrower, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Administrative Borrower on its behalf) must not later than four (4) Business Days (in the case of a Eurocurrency Borrowing denominated in a Foreign Currency), in each case before the date of the proposed Borrowing or (b) by telephone in the case of an ABR Borrowing, not later than 12:00 noon, New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be received given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing signed by the applicable Borrower pursuant to this Section 2.03 shall be delivered to Borrower, or the Administrative Agent in Borrower on behalf of the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Zep Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Applicable Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any a USD Term SOFR Borrowing, by telephonic notice not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing, (b) in the case of a Eurocurrency Borrowing of LIBO Rate Loans denominated in an Agreed Currency other than Dollars or an RFR Borrowing, by telephonic notice not later than 11:00 a.m., New York City time, four (4) Business Days before the date of the proposed Borrowing or (c) in the case of an ABR Borrowing, by telephonic notice not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that (x) any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing and (y) any notice with respect to Borrowings to be made on the Closing DateDate may be given with such shorter time than the deadline described in clause (a), (iib) four Business Days prior or (c), as applicable, as the Administrative Agent may agree in its sole discretion. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by email to the requested day Administrative Agent of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated a written Borrowing Request in a currency other than Dollars (or one Business Day form approved by the Administrative Agent and signed by the Applicable Borrower; provided that in respect of the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made borrowed on the Closing Date, any written Borrowing Request may be provided by the Applicable Borrower on a conditional basis (provided that (1) or (iii) on to the requested date of extent the Applicable Borrower does not borrow any Borrowing of ABR Revolving Eurocurrency Loans, USD Term SOFR Loans or Canadian Prime Rate Revolving RFR Loans (orset forth in such conditional Borrowing Request, in each case, such later time as the Applicable Borrower shall be acceptable required to compensate the Lenders under Section 2.16 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as and such Borrowing Request may be provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not no later than 12:00 p.m. four 2:00 pm, New York City Time, on the Business Days Day prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Icon PLC)

Requests for Borrowings. Each BorrowingTo request Term Loans on the Closing Date, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request by irrevocable written notice (i) in the case of a Eurodollar Borrowing, not later than 1:00 p.m. 12:00 p.m., New York City time, two (i2) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars Closing Date and (or one Business Day ii) in the case of any Borrowing of LIBO Rate Loans denominated in Dollars an ABR Borrowing, not later than 5:00 p.m., New York City time, one (1) Business Day prior to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.01(a): (i) the aggregate amount of the requested Borrowing (which shall comply with Section 2.01(c)); (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; and (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Term Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Delta Air Lines, Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request by telephone or delivery of a Borrowing Request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any a Eurodollar Borrowing, not later than 12:00 noon, New York City time, three Business Days before the date of the proposed Borrowing of LIBO Rate Loans denominated in Dollars (provided that, if such Eurodollar Borrowing is a Borrowing to be made on the Closing Effective Date), (ii) four Business Days prior to the requested day of any Borrowingsuch request shall be made not later than 12:00 noon, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or New York City time, one Business Day before the date of the proposed Borrowing); (b) in the case of an ABR Borrowing, not later than 12:00 noon, New York City time, on the Business Day of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of LIBO an LC Disbursement as contemplated by Section 2.05(f) must be given not later than 11:00 A.M., New York City time, on the date of the proposed Borrowing; (c) in the case of a Fixed Rate Loans Borrowing denominated in a currency other Sterling, Euro or Canadian Dollars, not later than Dollars to be made on 11:00 A.M., London, England time, three Business Days before the Closing Date) or (iii) on the requested date of the proposed Borrowing; and (d) in the case of a Fixed Rate Borrowing denominated in any other Available Currency, not later than 11:00 A.M., London, England time, three Business Days before the date of the proposed Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, if different, the number of days before the date of the proposed Borrowing that is standard for the applicable Available Currency in each case, such later time as shall be acceptable to accordance with the Administrative Agent); provided’s standard practice. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery, however, that if the Borrower wishes to request LIBO Rate Revolving Loans telecopy or CDOR Revolving Loans having an Interest Period of other than one, two, three electronic platform or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received electronic transmission approved by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing RequestRequest in the form attached hereto as Exhibit E or in such other form as may be approved by the Administrative Agent, appropriately completed and signed by a Responsible Officer of such Borrowerthe Borrower and delivered to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02Sections 2.02 and 2.07:

Appears in 1 contract

Samples: Credit Agreement (IHS Markit Ltd.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Loan, (ii) four not later than 12:00 noon, New York City time, three Business Days prior to before the requested day date of any Borrowing, conversion or continuation of LIBO Rate Revolving the proposed Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orLoan, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four noon, New York City time, three Business Days prior to before the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent in the form of a written Borrowing Request, appropriately completed Request in substantially the form of the Initial Funding Disbursement Request and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the aggregate amount of the requested Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be a Prime Loan or a Eurodollar Loan; (iv) in the case of a Eurodollar Loan, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term "Interest Period"; (v) the amount of the then current total Exposures (without regard to the requested Loan) and the PRO FORMA total Exposures (giving effect to the requested Borrowing); and (vi) the location and number of the Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Loan is specified, then the requested Loan shall be a Prime Loan. If no Interest Period is specified with respect to any requested Eurodollar Loan, then the Borrower shall be deemed to have selected an Interest Period of one month's duration. Each Borrowing Request shall constitute a representation that the amount of the requested Borrowing shall not cause the total Exposures to exceed the then-effective Commitments. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Loan.

Appears in 1 contract

Samples: Credit Agreement (National Coal Corp)

Requests for Borrowings. Each Except with respect to Terms Loans to be deemed made on the Effective Date pursuant to Section 2.01(a), to request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrowers shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, (ii) four not later than 11:00 a.m., New York City time, three Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of an ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four 11:00 a.m., New York City time, one Business Days prior to Day before the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent in the form of a written Borrowing Request, appropriately completed Request and signed by a Responsible an Authorized Officer of such each Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the aggregate amount of the requested Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. 34 If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrowers shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. SECTION 2.04.

Appears in 1 contract

Samples: Term Loan Agreement

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type the Administrative Borrower shall notify the Administrative Agent of such request by telephone (or, if permitted by Administrative Agent, by request posted to Administrative Agent’s StuckyNET system) (a) in the othercase of a Eurodollar Borrowing, and each continuation not later than 11:00 a.m., New York City time, three (3) Business Days before the date of LIBO Rate Revolving Loans the proposed Borrowing or CDOR Revolving Loans (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the day of the proposed Borrowing. Each such telephonic (or posted) Borrowing Request shall be made upon irrevocable notice and the Administrative Borrower agrees to promptly confirm any such telephonic request by the applicable Borrower (hand delivery, facsimile or the Lead Borrower on behalf of the relevant Borrower) Electronic Transmission to the Administrative Agent. Each such notice must be Agent of a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received and signed by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section Sections 2.01 and 2.02:: (i) the aggregate amount of the requested Borrowing, which amount shall be based upon and consistent with the then-current cash needs of the Borrower to be specifically set forth in the Borrowing Request; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (v) in the case of a Revolving Borrowing, the Availability (after giving effect to such Borrowing); and (vi) if not a conversion or continuance, the Borrower to whom the proceeds from such Borrowing are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar

Appears in 1 contract

Samples: Credit Agreement (Independence Contract Drilling, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day such request by telephone § in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, (ii) four not later than 12:00 noon, Houston, Texas time, three Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day § in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, not later than Dollars to be made 11:00 A.M., Houston, Texas time, on the Closing Date) or (iii) on Business Day of the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, proposed Borrowing; provided that no such later time as notice shall be acceptable required for any deemed request of an ABR Borrowing to finance the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having reimbursement of an Interest Period of other than one, two, three or six months in duration LC Disbursement as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant LendersSection 2.08(e). Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery, electronic communication or telecopy to the Administrative Agent in the form of a written Borrowing Request, appropriately completed Request in substantially the form of Exhibit B and signed by a Responsible Officer of such the Parent Guarantor and the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: • the aggregate amount of the requested Borrowing; • the date of such Borrowing, which shall be a Business Day; • whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; • in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; • the amount of the then effective Borrowing Base (only if such requested Borrowing is to be made prior to the Investment Grade Changeover Date), the Aggregate Elected Commitment Amount (only if such requested Borrowing is to be made prior to the Investment Grade Changeover Date), and the current total Revolving Credit Exposures (without regard to the requested Borrowing) and the pro forma total Revolving Credit Exposures (giving effect to the requested Borrowing); and • the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each Borrowing Request shall constitute a representation that the amount of the requested Borrowing shall not cause the total Revolving Credit Exposures to exceed the total Commitments (i.e., (x) prior to the Investment Grade Changeover Date, the least of the Aggregate Maximum Credit Amounts, the Aggregate Elected Commitment Amount, and the then effective Borrowing Base or (y) on and after the Investment Grade Changeover Date, the Aggregate Maximum Credit Amounts). Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Diamondback Energy, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower Representative shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent and signed by the Borrower Representative not later than 1:00 p.m. (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Term SOFR Borrowing, 1:00 p.m., New York time, three (ii3) four U.S. Government Securities Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any an ABR Borrowing of LIBO Rate Loans denominated in a currency (other than Dollars to be made a Swingline Borrowing), 1:00 p.m., New York time, on the Closing Date) or (iii) on the requested date of the proposed Borrowing; provided that any Borrowing such notice of an ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time Borrowing to finance the reimbursement of an LC Disbursement as shall contemplated by Section 2.06(e) may be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent given not later than 12:00 p.m. four Business Days prior to 10:00 a.m., New York time, on the requested date of such proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery, facsimile, or emailed pdf to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such Borrowerthe Borrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the name of the applicable Borrower(s) and whether such Borrowing is a U.S. Borrowing or Canadian Borrowing; (ii) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) the Type of such Borrowing; and (v) in the case of a Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.” Any Borrowing Request that shall fail to specify any of the information required by the preceding provisions of this paragraph may be rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall give written or telephonic notice thereof to the Borrower Representative and, if so rejected, will be of no force or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement (Designer Brands Inc.)

Requests for Borrowings. Each To request a Revolving Loan Borrowing or Term Loan Borrowing, each conversion from one Type to the otherBorrower shall notify the Administrative Agent of such request by delivery (by hand delivery, and each continuation facsimile or other electronic transmission) of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request signed by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone Agent (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) 2:00 p.m., New York City time, three Business Days prior to before the requested day date of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars the proposed Borrowing (or one Business Day in the case of any Eurocurrency Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Effective Date) (or such later time as the Administrative Agent may agree in its sole discretion) or (b) in the case of an ABR Borrowing, not later than 2:00 p.m., New York City time, one Business Day prior to the date of the proposed Borrowing. Each such Borrowing Request shall (x) in the case of any Revolving Loan Borrowing, be irrevocable upon delivery and (y) specify the following information (other than, in the case of clause (vii) below, the Borrowing Request pertaining to Borrowings on the Effective Date): (i) whether the requested Borrowing is to be a Revolving Loan Borrowing, an Initial Term Loan Borrowing or a Borrowing of any other Class (specifying the Class thereof), ; (ii) four the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Days prior Day; (iv) whether such Borrowing is to be an ABR Borrowing or a Eurocurrency Borrowing; (v) in the requested day case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vi) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.06, or, in the case of any BorrowingABR Revolving Loan Borrowing or Swingline Loan requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), conversion or continuation the identity of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars the Issuing Bank that made such LC Disbursement; (or one Business Day vii) that, in the case of any Borrowing after the Effective Date, as of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuationthe conditions set forth in Section 4.02(a) and Section 4.02(b) are satisfied. If no election as to the Type of Borrowing is specified as to any Borrowing, whereupon then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall give prompt notice to advise each Lender of the relevant Lenders applicable Class of the details thereof and of the amount of such request and determine whether Lender’s Loan to be made as part of the requested Interest Period is available to by all the relevant LendersBorrowing. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement and Incremental Facility Agreement (GoHealth, Inc.)

Requests for Borrowings. Each Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans Borrowing shall occur on written or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower telephonic request (or the Lead Borrower on behalf of the relevant Borrowerconfirmed immediately in writing) to the Administrative AgentAgent from a Person believed by the Agent to be an officer of or other authorized representative for the Borrower. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and A request for a Borrowing must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior 1:00 P.M. on the day that such Borrowing is to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day be made in the case of any a Borrowing of LIBO Rate Loans denominated in Dollars that is to be made on bear interest initially at the Closing Date)Floating Rate, (ii) four 11:00 A.M. on the day three Business Days prior to before the requested Business Day which is the first day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day the applicable Interest Period for such Borrowing in the case of any a Borrowing of LIBO Rate Loans denominated in a currency other than Dollars that is to be made on bear interest initially at the Closing Date) Adjusted Term SOFR Rate, or (iii) 2:00 P.M. on the requested date day three Business Days before the Business Day which is the first day of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an applicable Interest Period of other than one, two, three or six months in duration as provided for such Borrowing in the definition case of “Interest Period,” (A) a Borrowing denominated in the applicable notice from Committed Currency. Each Borrowing denominated in the applicable Borrower (or Committed Currency shall bear interest at the Lead Borrower on its behalf) EURIBO Rate. Each Borrowing must be received in an amount not less than the Borrowing Minimum or a multiple thereof and shall consist of Advances in the same currency made on the same day by the Administrative Agent not later than 12:00 p.m. four Business Days prior Banks ratably according to their respective Commitments. Each such notice of a Borrowing shall specify (i) the requested date of such Borrowing, conversion or continuation(ii) whether the Advances comprising such Borrowing are to be Term Benchmark Advances, whereupon (iii) the Administrative aggregate amount of such Borrowing, and (iv) in the case of a Borrowing consisting of Term Benchmark Advances, the initial Interest Period and currency for each such Advance. Upon receipt of any such request, the Agent shall give prompt notice notify the Banks of the intended Borrowing no later than 2:00 P.M. on the date such request for such Borrowing is received by the Agent. At or before 3:00 P.M. on the date the requested Borrowing is to be made, in the case of a Borrowing consisting of Advances denominated in Dollars, and before 11:00 A.M. on the date of such Borrowing, in the case of a Borrowing consisting of Advances denominated in the Committed Currency, each Bank shall remit its Percentage of the requested Borrowing to the relevant Lenders Agent at the applicable Agent's Account in immediately available funds. Prior to the close of business on the day the requested Borrowing is to be made, the Agent shall disburse such funds by crediting the same to the Borrower’s demand deposit account maintained with the Agent or in such other manner as the Agent and any officer of the Borrower may agree in writing. Any Borrowing that is to initially bear interest at Term Benchmark shall also be subject to all conditions set forth in Section 4.2 hereof. Unless the Agent shall have received notice from a Bank prior to the time of any Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of such request and determine whether Borrowing, the requested Interest Period is Agent may assume that such Bank has made such portion available to by all the relevant LendersAgent on the date of such Borrowing in accordance with this Section 5.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. Each written notice If and to the extent that such Bank shall not have so made such ratable portion available to the Agent, such Bank and the Borrower severally agree to repay to the Agent forthwith on demand such corresponding amount together with interest thereon, for each day from the date such amount is made available to the Borrower until the date such amount is repaid to the Agent, at (i) in the case of the Borrower, the interest rate applicable at the time to such Advances comprising such Borrowing and (ii) in the case of such Bank, (A) the NYFRB Rate, in the case of Advances denominated in Dollars or confirmation (B) the cost of telephonic notice) with respect to a Borrowing funds incurred by the applicable Borrower pursuant to this Section 2.03 Agent in respect of such amount in the case of Advances denominated in the Committed Currency. If such Bank shall be delivered repay to the Administrative Agent in the form of a written Borrowing Requestsuch corresponding amount, appropriately completed and signed by a Responsible Officer such amount so repaid shall constitute such Bank’s Advance as part of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:for purposes of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (3m Co)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, not later than 12:00 noon, New York Time, three (ii3) four Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of an ABR Borrowing (including any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.05(e)), in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to noon, New York City time, on the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery, telecopy or electronic communication to the Administrative Agent in the form of a written Borrowing Request, appropriately completed Request and signed by a Responsible an Authorized Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.06. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Eurodollar Borrowing with an Interest Period of one (1) month. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one (1) month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit and Term Loan Agreement (Four Corners Property Trust, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Applicable Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing of LIBO Rate Term Loans denominated in Dollars not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing (or, with respect to Borrowings to be made on the Closing Date, such shorter time as the Administrative Agent may agree in its sole discretion), (iib) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing of LIBO Rate Revolving Loans (x) denominated in a currency Dollars, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing and (y) denominated in an Agreed Currency other than Dollars to be made on Dollars, not later than 11:00 a.m., New York City time, four (4) Business Days before the Closing Date) or (iii) on the requested date of any the proposed Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, with respect to Borrowings to be made on the Amendment No. 5 Effective Date, such later shorter time as the Administrative Agent may agree in its sole discretion) or (c) by telephonic notice in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be acceptable irrevocable and shall be confirmed promptly by email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Applicable Borrower; provided that in respect of the 2015 Term Loans to be borrowed on the Closing Date, the Incremental Term B-1 Loans to be borrowed on the Amendment No. 1 Effective Date, the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, and the Fourth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 4 Effective Date, and the Sixth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 6 Effective Date, any written Borrowing Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans set forth in such conditional Borrowing Request, the Borrower shall be required to compensate the Lenders under Section 2.16 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as and such Borrowing Request may be provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not no later than 12:00 p.m. four 2:00 pm, New York City Time, on the Business Days Day prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Therapeutics Public LTD Co)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request by telephone or by written Borrowing Request in substantially the form of Exhibit B and signed by the Borrower (a “written Borrowing Request”): (a) in the case of a Eurodollar Borrowing, not later than 1:00 p.m. p.m., New York, New York time, three (i3) three Business Days prior to before the requested day date of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars the proposed Borrowing (or one Business Day such shorter period agreed by each Lender of such Eurodollar Borrowing and the Administrative Agent) or (b) in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made an ABR Borrowing, not later than 11:00 a.m., New York, New York time, on the Closing Date), (ii) four Business Days prior to date of the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars proposed Borrowing (or one Business Day in the case such shorter period agreed by each Lender of any such ABR Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to and the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a The Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and if telephonic, such Borrowing Request shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written The Borrowing Request shall specify the following information in compliance with Section 2.02:: the applicable Class of the requested Borrowing; the aggregate amount of the requested Borrowing; the date of such Borrowing, which shall be a Business Day; whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Borrower’s account to which the proceeds of such Borrowing are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of the Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan of the relevant Class to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Atlas Energy Group, LLC)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, (ii) four not later than 11:00 a.m., New York City timeLocal Time, three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any a Eurodollar Borrowing denominated in dollars) or four Business Days (in the case of LIBO Rate Loans a Eurodollar Borrowing denominated in a currency other than Dollars to be made on Foreign Currency), before the Closing Date) date of the proposed Borrowing or (iiib) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition case of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent an ABR Borrowing, not later than 12:00 p.m. four 11:00 a.m., New York City time, one Business Days prior to Day before the requested date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent and any notice of a Swingline Loan Borrowing shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lendersbe made in accordance with Section 2.05(b). Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent in the form of a written Borrowing Request, appropriately completed Request and signed by a Responsible an Authorized Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: the aggregate amount of the requested Borrowing, and whether such Borrowing is a Revolving Borrowing or a Term Loan Borrowing; the date of such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and account number to which funds are to be disbursed, which shall comply with the requirements of Section 2.07. If no election as to the Type of Borrowing is specified, then, in the case of a Borrowing denominated in dollars, the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit and Term Loan Agreement (Gramercy Property Trust Inc.)

Requests for Borrowings. Each BorrowingTo request a Borrowing of the Term Loan on the Closing Date, each a conversion of Loans from one Type to the other, and each other or a continuation of LIBO Rate Revolving Loans Eurocurrency Loans, the Borrower shall irrevocably notify the Administrative Agent of such request by (A) telephone or CDOR Revolving Loans (B) a written Borrowing Request in a form attached hereto as Exhibit C or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the applicable Borrower (or the Lead Borrower on behalf Administrative Agent), appropriately completed and signed by a Responsible Officer of the relevant Borrower; provided that any telephonic notice must be confirmed immediately by hand delivery or telecopy or transmission by electronic communication in accordance with Section 9.01(b) to the Administrative AgentAgent of a written Borrowing Request. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and Borrowing Request must be received by the Administrative Agent not later than 1:00 p.m. Noon (i) three Business Days prior to the requested day date of the borrowing of Eurocurrency Loans, or any Borrowing, conversion to or continuation of LIBO Rate Revolving Eurocurrency Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing conversion of LIBO Eurocurrency Loans to Base Rate Loans denominated in Dollars to be made on the Closing Date)Loans, and (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing the borrowing of ABR Revolving Loans or Canadian Prime Base Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)Loans; provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Eurocurrency Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. noon four Business Days prior to the requested date of such Borrowingborrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the relevant applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of such borrowing of Eurocurrency Loans, conversion or continuation of Eurocurrency Loans, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant applicable Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Term Credit Agreement (Mylan N.V.)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from a Tranche B Term Borrowing or a Tranche C Term Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by delivery to the other, and each continuation Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request in a form approved by the applicable Administrative Agent and (x) signed by the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Lead Parent Borrower on behalf of the relevant Borrower) by prior written notice to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans Borrower or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Co-Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by shall notify the Administrative Agent not later than 1:00 p.m. of such request in writing (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any a SOFR Borrowing, not later than 12:00 noon, Local Time, three U.S. Government Securities Business Days before the date of the proposed Borrowing or (b) in the case of LIBO Rate Loans denominated in Dollars to be made an ABR Borrowing, not later than 10:00 a.m. Local Time, on the Closing Date)Business Day of the proposed Borrowing; provided, that (i) any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, Local Time, on the date of the proposed Borrowing, (ii) four to request a SOFR Borrowing on the Thirteenth Incremental Assumption and Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall notify the Administrative Agent of such request in writing no later than 12:00 noon, Local Time, one U.S. Government Securities Business Days Day prior to the requested day Thirteenth Incremental Assumption and Amendment Agreement Effective Date and (iii) to request an ABR Borrowing on the Thirteenth Incremental Assumption and Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall notify the Administrative Agent of any Borrowingsuch request in writing no later than 12:00 noon, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or Local Time, one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request Thirteenth Incremental Assumption and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such BorrowerAmendment Agreement Effective Date. Each such telephonic and Borrowing Request shall be irrevocable. Each such written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Incremental Assumption and Amendment Agreement (ADT Inc.)

Requests for Borrowings. Each To request a Borrowing of Domestic Revolving Loans, Global Revolving Loans, the Delayed Draw Term Loan A or an Incremental Term Loan Borrowing, each conversion from one Type the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurocurrency Borrowing denominated in Dollars, not later than 11:00 a.m., New York City time three Business Days before the date of the proposed Borrowing, (b) in the case of a Eurocurrency Borrowing denominated in a Qualified Global Currency (other than Dollars, in which case the notice requirements of the foregoing clause (a) shall apply), not later than 11:00 a.m., New York City time four Business Days before the date of the proposed Borrowing or (c) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the Business Day of the proposed Borrowing; provided that any such notice of a Borrowing of ABR Domestic Revolving Loans to finance the reimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by delivery to the other, and each continuation Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request in a form approved by the applicable Administrative Agent and (x) signed by the Parent Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Lead Parent Borrower on behalf of the relevant Borrower) by prior written notice to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the applicable Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.7; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of the Delayed Drawn Term Loan A, any Incremental Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Borrowing of Global Revolving Loans is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by Borrower shall notify the Administrative Agent not later than 1:00 p.m. of such request by submitting a Borrowing Request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Term Benchmark Borrowing, not later than 11:00 a.m., New York City time, three (ii3) four Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any an ABR Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orRFR Borrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to p.m., New York City time, on the requested date of the proposed Borrowing; provided that any such notice of an ABR Borrowing or RFR Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic Borrowing Request shall be irrevocable (subject to Section 3.3(c)) and written shall be signed by an Authorized Officer. Each such Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Term Benchmark Borrowing, the initial Interest Period to be applicable thereto; and (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SITE Centers Corp.)

Requests for Borrowings. Each Borrowing, each conversion from one Type to the other, and each continuation To request a Borrowing of LIBO Rate Domestic Revolving Loans or CDOR Global Revolving Loans or an Incremental Term Loan Borrowing, the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurocurrency Borrowing denominated in Dollars, not later than 11:00 a.m., New York City time three Business Days before the date of the proposed Borrowing, (b) in the case of a Eurocurrency Borrowing denominated in a Qualified Global Currency (other than Dollars, in which case the notice requirements of the foregoing clause (a) shall apply), not later than 11:00 a.m., New York City time four Business Days before the date of the proposed Borrowing or (c) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the Business Day of the proposed Borrowing; provided that any such notice of a Borrowing of ABR Domestic Revolving Loans to finance the reimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be made upon irrevocable notice and shall be confirmed promptly by delivery to the Administrative Agent of a written Borrowing Request in a form approved by the applicable Administrative Agent and (x) signed by the Parent Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Lead Parent Borrower on behalf of the relevant Borrower) by prior written notice to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.7; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of any Incremental Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Borrowing of Global Revolving Loans is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans from one Type to the otheranother, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Term Benchmark Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such 66 Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in writing or the form of a written Borrowing Request, appropriately completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)) or Term Benchmark Loans, (ii) four 1:00 p.m. on the requested date of any Borrowing of ABR Loans and (iii) 11:00 a.m. five Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving RFR Loans (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such Borrowinglater time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available to by all them and (B) not later than 12:00 noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the appropriate Lenders. Each written notice (or confirmation If no election as to the Type of telephonic notice) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any LIBO Rate Borrowing, Term Benchmark Borrowing or RFR Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Blackstone Mortgage Trust, Inc.)

Requests for Borrowings. Each (a) To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, not later than 12:00 noon, Local Time, three (ii3) four Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, by telephone, not later than Dollars to be made 10:00 a.m. Local Time, on the Closing Date) or (iii) on Business Day of the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)proposed Borrowing; provided, however, that (i) if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Eurodollar Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. 12:00, noon, Local Time four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them and not later than 12:00, noon, Local Time, three Business Days before the requested date of such Borrowing, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant Lendersapplicable Lenders and (ii) any such notice of an ABR Revolving Facility Borrowing as contemplated by Section 2.04(c) or Section 2.05(c) may be given no later than 12:00 noon, Local Time, on the date of the proposed Borrowing. Each written such Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Closing Date, which may be conditioned upon the consummation of the Mergers) and (or confirmation in the case of telephonic noticerequests) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered confirmed promptly by hand delivery or electronic means to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Centurylink, Inc)

Requests for Borrowings. Each Term Borrowing, each Revolving Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or the form of a written Borrowing Request, appropriately completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) 12:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iiior, in each case, such later time as is acceptable to the Administrative Agent in its sole discretion) and (ii) except in the case of any Swingline Loan, 10:00 a.m. on the Business Day of the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be is acceptable to the Administrative AgentAgent in its sole discretion); provided, howeverprovided that, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, twotwo (only for so long as the two month LIBO Rate continues to be published), three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such the relevant Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available to by all them and (B) not later than 12:00 p.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the appropriate Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Cowen Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, (ii) four not later than 11:00 a.m., Denver, Colorado time, three Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, not later than Dollars to be made 10:00 a.m., Denver, Colorado time, on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, the proposed Borrowing; provided that no such later time as notice shall be required for any deemed request of an ABR Borrowing to finance the reimbursement of an LC Disbursement as provided in Section 2.08(e). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile or other electronic transmission to the Administrative Agent (or other communication in writing acceptable to the Administrative Agent); provided, however, that if ) of a written Borrowing Request in substantially the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period form of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower Error! Reference source not found. (or the Lead Borrower on its behalf) must such other form as may be received agreed to by the Administrative Agent not later than 12:00 p.m. four Business Days prior to and the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic noticeBorrower) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the aggregate amount of the requested Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (v) the amount of the then effective Borrowing Base, the amount of the then effective Aggregate Elected Commitment Amounts, the current total Revolving Credit Exposures (without regard to the requested Borrowing) and the pro forma total Revolving Credit Exposures (giving effect to the requested Borrowing); and 34

Appears in 1 contract

Samples: Credit Agreement (Centennial Resource Development, Inc.)

Requests for Borrowings. Each (1) To request a Revolving Facility Borrowing, each conversion from one Type (a) with respect to any initial ABR Borrowing on the otherClosing Date, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) will deliver to the Administrative Agent. Each Agent a Borrowing Request not later than 2:00 p.m., New York City time, one Business Day before the anticipated Closing Date (or at such notice must later date or time as the Administrative Agent may agree), requesting that the Lenders make the Loans on the Closing Date; provided that such Borrowing Request may be in writing or conditioned upon occurrence of the Closing Date and (b) with respect to any other Borrowing, the Borrower will notify the Administrative Agent of such request by telephone (and promptly confirmed in writing) and must be received telephone, if arrangements for doing so have been approved by the Administrative Agent Agent, (i) in the case of a SOFR Revolving Facility Borrowing, not later than 2:00 p.m., New York City time, three Business Days before the date of the proposed Borrowing or (ii) in the case of an ABR Borrowing, not later than 1:00 p.m. (i) three Business Days prior to p.m., New York City time, on the requested day date of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars the proposed Borrowing (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, at such later date or time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lendersmay agree). Each written notice (such telephonic Borrowing Request will be irrevocable and will be confirmed promptly by hand delivery, facsimile or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered e mail to the Administrative Agent of a written Borrowing Request substantially in the form of a written Borrowing Request, appropriately completed Exhibit D-1 and signed by a Responsible Officer of such the Borrower. (2) Each such telephonic and written Borrowing Request shall will specify the following information in compliance with Section 2.02:: (a) the aggregate amount of the requested Borrowing, which amount will not exceed Excess Availability; (b) the date of such Borrowing, which will be a Business Day; (c) whether such Borrowing is to be an ABR Borrowing or a SOFR Revolving Facility Borrowing; (d) in the case of a SOFR Revolving Facility Borrowing, the initial Interest Period to be applicable thereto, which will be a period contemplated by the definition of the term “Interest Period;”

Appears in 1 contract

Samples: Credit Agreement (Amneal Pharmaceuticals, Inc.)

Requests for Borrowings. Each BorrowingBorrowing in respect of any Term Facility, each Borrowing in respect of any Additional Revolving Facility, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings and/or Additional Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the closing of the Acquisition and (y) to be made in connection with any permitted acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such acquisition, investment or repayment or redemption of Indebtedness). Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tiff”)) not later than 1:00 p.m. (i) 2:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one two Business Day Days in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iiiii) by 11:00 a.m. on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 2:00 p.m. four (4) Business Days prior to the requested date of such BorrowingBorrowing (or such later time as shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is acceptable to them and (B) not later than 12:00 p.m. (Noon) three (3) Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to by all the relevant appropriate Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing RequestRequest or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Hillman Companies Inc)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request by telephone, email or facsimile request or by delivery of a written Borrowing Request not later than 1:00 p.m. (ia) Noon, New York time, three (3) Business Days prior to before the requested day date of any the proposed Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made Eurodollar Borrowings, or (b) 11:00 a.m. New York time on the Closing Date)same Business Day, (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any ABR Borrowings. Each such telephonic, email or facsimile request not evidenced by delivery of a written Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as Request shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request irrevocable and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered confirmed promptly by hand delivery or telecopy to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Request in the form attached hereto as Exhibit E. Each such telephonic and telephonic, email, facsimile or written Borrowing Request shall specify the following information in compliance with Section 2.02:: the aggregate amount of the requested Borrowing; the date of such Borrowing, which shall be a Business Day; in the case of Eurodollar Borrowings, the initial Interest Period to be applicable to such Borrowing, which shall be a period contemplated by the definition of the term “Interest Period”; the amount of the then effective Borrowing Base, the current Revolving Credit Exposures (without regard to the requested Borrowing) and the pro forma Revolving Credit Exposures (giving effect to the requested Borrowing); and the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. In the case of Eurodollar Borrowings, if no Interest Period is specified with respect to any requested Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each Borrowing Request shall constitute a representation that the amount of the requested Borrowing shall not cause the Revolving Credit Exposures to exceed the lesser of the Aggregate Maximum Credit Amount and the then effective Borrowing Base. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Sanchez Production Partners LP)

Requests for Borrowings. Each To request a Revolving Borrowing or Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request in writing by telecopy, electronic mail, facsimile or overnight courier (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing a EurodollarTerm Benchmark Borrowing, not later than 11:00 a.m., New York City time, three (3) U.S. Government Securities Business Days before the date of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)proposed Borrowing, (iib) four Business Days prior to the requested day of any Borrowingif applicable, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any an RFR Borrowing, not later than 11:00 a.m., New York City time, five U.S. Government Securities Business Days before the date of the proposed Borrowing and (c) in the case of an ABR Borrowing of LIBO Rate Loans denominated in a currency other Revolving Loans, not later than Dollars to be made 11:00 a.m., New York City time, on the Closing Date) or (iii) date of the proposed Borrowing; provided that any notice given in connection with Borrowings on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans Effective Date (orincluding EurodollarTerm Benchmark Borrowings) may be given not later than 11:00 a.m., New York City time, two (2) U.S. Government Securities Business Days before the Effective Date; provided further that, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not may in its discretion accept any later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lendersrequest. Each such written notice (or confirmation of telephonic notice) with respect to a Borrowing Request shall be signed by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent substantially in the form of a written Borrowing Request, appropriately completed Exhibit S (the “Notice of Borrowing”) and signed by a Responsible Officer of such Borrowershall be irrevocable. Each such telephonic and written Borrowing Request shall specify the following information information: (i) whether the requested Borrowing is to be a Revolving Borrowing, a Term Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) whether such Borrowing is to be an ABR Borrowing or, a EurodollarTerm Benchmark Borrowing or, if applicable pursuant to Section 2.14, an RFR Borrowing; (v) in compliance the case of a EurodollarTerm Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.02:2.06, or, in the case of

Appears in 1 contract

Samples: Credit Agreement (Tenable Holdings, Inc.)

Requests for Borrowings. Each (a) To request a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga “Borrowing Notice”) and must be received by the Administrative Agent not later than 1:00 p.m. (iA) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is delivered in Dollars to be made on the Closing DateLondon, 11:00 a.m., London time), three Business Days before the date of the proposed Borrowing (ii) or if the request is delivered in London, four Business Days prior to before the requested day date of any the proposed Borrowing, conversion ) or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day B) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Adjusted Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four 11:00 a.m., New York City time, one (1) Business Days prior to Day before the requested date of the proposed Borrowing; provided that any such notice of a Adjusted Prime Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 3.5 may be given not later than 9:00 a.m., New York City time, on the date of the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Notice shall be delivered irrevocable and shall be confirmed promptly by delivery to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed Notice in a form reasonably approved by a Responsible Officer of such Borrowerthe Administrative Agent. Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.02:2.6; (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Domestic Revolving Loans and Swingline Loans, and Competitive Bid Loans, and otherwise shall be in a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Adjusted Prime Rate Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Foreign Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Notice in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. The Borrower shall also deliver together with each Borrowing Notice the compliance certificate required in Section 5.2 and otherwise comply with the conditions set forth in Section 5.2 for Borrowings. Not later than 1:00 p.m. (New York City time) on each Borrowing Date, each Lender shall make available its Loan or Loans, in funds immediately available in New York City to the Administrative Agent. Administrative Agent will promptly make the funds so received from the Lenders available to the Borrower. Not later than 1:00 p.m. (London time) on each Borrowing Date for Loans in Qualified Foreign Global Currency, each Lender shall make available its Loan or Loans, in funds immediately available to the Administrative Agent. Administrative Agent will promptly make the funds so received from the Lenders available to the Borrower.

Appears in 1 contract

Samples: Revolving Credit Agreement (First Industrial Realty Trust Inc)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request electronically (a) in the case of a Eurocurrency Borrowing, not later than 1:00 p.m. 12:00 noon, Local Time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 10:00 a.m. Local Time, on the Business Day of the proposed Borrowing; provided, that, (i) three any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, Local Time, on the date of the proposed Borrowing, (ii) to request a Borrowing on the November 2017 Effective Date, the Borrower shall notify the Administrative Agent of such request by telephone no later than 5:00 p.m., Local Time, two Business Days prior to the requested day November 2017 Effective Date and (iii) any such notice of any Borrowing, conversion an Incremental Revolving Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated Incremental Term Borrowing may be given at such time as provided in Dollars the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (or one Business Day other than in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to which may be conditioned upon the requested day consummation of any Borrowingthe Merger or, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in a currency other than Dollars to Incremental Commitments, which may be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration conditioned as provided in the definition of “Interest Period,” (Aapplicable Incremental Assumption Agreement) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered confirmed promptly by hand delivery or electronic means to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Incremental Assumption Agreement (Rackspace Technology, Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to Borrower shall notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is delivered in Dollars to be made on the Closing DateLondon, 11:00 a.m., London time), (ii) four three Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO a Floating Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to 9:00 a.m., New York City time, on the requested date of the proposed Borrowing; provided that any such notice of a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by delivery to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed Request in a form approved by a Responsible Officer of such Borrowerthe Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Domestic Revolving Loans and Swingline Loans, and Competitive Bid Loans, and otherwise shall be in a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Floating Rate Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Foreign Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Developers Diversified Realty Corp)

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Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Applicable Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing of LIBO Rate Loans denominated in Dollars (or, with respect to Borrowings to be made on the Closing Date), such shorter time as the Administrative Agent may agree in its sole discretion) or (iib) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day by telephonic notice in the case of any an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by email to the Administrative Agent of LIBO Rate Loans denominated a written Borrowing Request in a currency other than Dollars form approved by the Administrative Agent and signed by the Applicable Borrower; provided that in respect of the 2015 Term Loans to be made borrowed on the Closing Date) or (iii) , the Incremental Term B-1 Loans to be borrowed on the requested date of Amendment No. 1 Effective Date, the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, and the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, and the Fourth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 4 Effective Date, any written Borrowing of ABR Revolving Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans or Canadian Prime Rate Revolving Loans (orset forth in such conditional Borrowing Request, in each case, such later time as the Borrower shall be acceptable required to compensate the Lenders under Section 2.13 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as and such Borrowing Request may be provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not no later than 12:00 p.m. four 2:00 pm, New York City Time, on the Business Days Day prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Requests for Borrowings. Each BorrowingTo request a Borrowing of Loans, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving other than Swingline Loans or CDOR Revolving Loans (which shall be made upon irrevocable notice by the applicable Borrower (or in accordance with Section 2.05), the Lead Borrower on behalf shall notify the Administrative Agent of such request by delivery (by hand delivery, facsimile or other electronic transmission) of a written Borrowing Request (or telephonic notice promptly confirmed thereafter by delivery of a written Borrowing Request) signed by the relevant Borrower) Lead Borrower to the Administrative Agent. Each such notice must be Agent (a) in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent case of a Eurocurrency Borrowing, not later than 1:00 p.m. (i) p.m., New York City time, three Business Days prior to before the requested day date of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars the proposed Borrowing (or one Business Day before the date of the proposed Borrowing, in the case of any Eurocurrency Borrowing to be made on the Closing Date (or two Business Days before the date of the proposed Borrowing, in the case of any Borrowing of LIBO Rate Loans denominated in Dollars Euros or Eurocurrency Borrowing denominated in Dollars)) or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing (or, in the case of (a) and (b), such later time as the Administrative Agent may agree in its sole discretion). Each such Borrowing Request shall be irrevocable upon delivery (provided that any Borrowing Request (x) in connection with a Borrowing to be made on the Closing Date), Date may be conditioned on the closing of the Acquisition and (iiy) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made in connection with any acquisition, Investment or repayment, redemption or refinancing of Indebtedness may be conditioned on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date closing of such Borrowingacquisition, conversion Investment or continuationrepayment, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders redemption or refinancing of such request Indebtedness) and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information (other than, in compliance with Section 2.02:the case of clause (viii) below, the Borrowing Request pertaining to Borrowings on the Closing Date):

Appears in 1 contract

Samples: Abl Credit Agreement (Clarios International Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to Available Currency Borrowing, Canadian Currency Borrowing or a Term Borrowing, the other, and each continuation Borrower Representative shall notify the Administrative Agent of LIBO Rate Revolving Loans such request by telephone (a) in the case of a Eurodollar Borrowing or CDOR Rate Borrowing, not later than 11:00 a.m., Chicago, Illinois time, three Business Days before the date of the proposed Borrowing, (b) in the case of a Canadian Prime Rate Borrowing, not later than 11:00 a.m., Chicago, Illinois time, one Business Day before the date of the proposed Borrowing; and (c) in the case of an ABR Borrowing, not later than 11:00 a.m., Chicago, Illinois time, on the Business Day of the proposed Borrowing; provided that any such notice of an ABR Revolving Loans Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.05(e) must be given not later than 10:00 a.m., Chicago, Illinois time, on the date of the proposed Borrowing. To request an Available Currency Fixed Rate Borrowing in Sterling, Euro or Canadian Dollars, the Borrower Representative shall notify the Administrative Agent of such request in writing, not later than 11:00 a.m., London, England time, three Business Days before the date of the proposed Borrowing. To request an Available Currency Borrowing in any other Available Currency, the Borrower Representative shall notify the Administrative Agent of such request in writing, not later than 11:00 a.m., London, England time, three Business Days before the date of the proposed Borrowing or, if different, the number of days before the date of the proposed Borrowing that is standard for the applicable Available Currency in accordance with the Administrative Agent’s standard practice. Each such telephonic Borrowing Request shall be made upon irrevocable notice and shall be confirmed promptly by hand delivery, telecopy or other electronic transmission approved by the applicable Administrative Agent of a written Borrowing Request in the form attached hereto as Exhibit E or in such other form as may be approved by the Administrative Agent, signed by the Borrower (or the Lead Borrower on behalf of the relevant Borrower) Representative and delivered to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02Sections 2.02 and 2.07:

Appears in 1 contract

Samples: Credit Agreement (IHS Inc.)

Requests for Borrowings. Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving RateTerm SOFR Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent, which may be given by a Borrowing Request or an Interest Election Request, as applicable (provided that any notice in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the occurrence of the Closing Date, (y) to be made in connection with any acquisition, investment or repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted repayment or redemption of Indebtedness or (z) for any other purpose to which the Administrative Agent may consent (such consent not to be unreasonably withheld or delayed), may be conditioned on the occurrence of the relevant event). Each such notice must be in writing the form of a Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) three 12:00 p.m. threetwo Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO WEIL:\98124242\16\45453.0004 WEIL:\98997375\7\45453.0004 Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), Date)Term SOFR Loans and (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Revolving Loans or Canadian Prime Rate Revolving Loans (other than Swingline Loans) (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving RateTerm SOFR Loans having an Interest Period of other than one, two, three or six months in duration or such shorter period as provided in the definition of “Interest Period,” ”, (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four fourthree Business Days prior to the requested date of such the relevant Borrowing, conversion or continuationcontinuation (or such later time as is reasonably acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request request, (B) the relevant requested Interest Period shall be deemed to be available to each appropriate Lender unless such Lender has delivered written notice to the Administrative Agent indicating that such Interest Period is not available to such Lender within one Business Day following the date on which the notice described in clause (A) above is posted by the Administrative Agent and determine (C) not later than 12:00 p.m. threetwo Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to by all the relevant appropriate Lenders. Each written notice (or confirmation If no election as to the Type of telephonic notice) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBO RateTerm SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any LIBO RateTerm SOFR Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section.

Appears in 1 contract

Samples: Credit Agreement (First Watch Restaurant Group, Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing or a Term Loan Borrowing, each conversion from the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by delivery to the other, and each continuation Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request in a form approved by the applicable Administrative Agent and (x) signed by the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Lead Parent Borrower on behalf of the relevant Borrower) by prior written notice to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.7; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request electronically (a) in the case of a Eurocurrency Borrowing, not later than 1:00 p.m. 12:00 noon, Local Time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 10:00 a.m. Local Time, on the Business Day of the proposed Borrowing; provided, that, (i) three any such notice of an ABR Revolving Facility Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 12:00 noon, Local Time, on the date of the proposed Borrowing, (ii) to request a Borrowing on the November 2017 Effective Date, the Borrower shall notify the Administrative Agent of such request by telephone no later than 5:00 p.m., Local Time, two Business Days prior to the requested day November 2017 Effective Date, (iii) to request a Borrowing on the 2020 Effective Date, the Borrower shall notify the Administrative Agent of any Borrowingsuch request in writing not later than 12:00 noon, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or Local Time, one Business Day prior to the 2020 Effective Date (or such later time as the Administrative Agent may agree) and (iv) any such notice of an Incremental Revolving Borrowing or Incremental Term Borrowing may be given at such time as provided in the applicable Incremental Assumption Agreement. Each such telephonic Borrowing Request shall be irrevocable (other than in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to which may be conditioned upon the requested day consummation of any Borrowingthe Merger or, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in a currency other than Dollars to Incremental Commitments, which may be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration conditioned as provided in the definition of “Interest Period,” (Aapplicable Incremental Assumption Agreement) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered confirmed promptly by hand delivery or electronic means to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Incremental Assumption Agreement (Rackspace Technology, Inc.)

Requests for Borrowings. Each Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice (a) The Borrower may request a Borrowing by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by giving the Administrative Agent not a Borrowing Request, and giving each Lender a copy thereof, no later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Eurodollar Rate Loans denominated in Dollars to be made on the Closing Date)or Conversion into or Continuation as Eurodollar Rate Loans, (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two12:00 p.m. New York time, three or six months in duration as provided in the definition of “Interest Period,” (A3) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowingfunding, conversion Conversion, or continuationContinuation, whereupon which shall be a Business Day, and (ii) in the case of Alternative Base Rate Loans or Conversion into or Continuation as Alternative Base Rate Loans, 12:00 p.m. New York time on the Business Day of the requested date of such funding, Conversion, or Continuation, which shall be a Business Day. Any Borrowing Request received by the Administrative Agent or a Lender later than 12:00 p.m. New York time, shall give prompt notice be deemed to have been received thereby at the opening of business on the next Business Day. Each Borrowing Request shall be made by facsimile or other electronic means acceptable to the relevant Lenders Administrative Agent, shall be signed by an Authorized Officer and shall be effective upon receipt by the Administrative Agent and each of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each Subject to Section 3.03(c) of this Agreement, unless the Administrative Agent has received a written notice Notice of Declining Lender from one or more Lenders prior to 5:00 p.m., New York time, one (or confirmation 1) Business Day prior to the Administrative Agent's receipt of telephonic notice) with respect to a any Borrowing by Request (in which event the applicable Borrower pursuant to provisions of Section 3.11 of this Section 2.03 Agreement shall be delivered applicable), each of the Lenders hereunder shall be obligated, regardless of whether it has affirmatively agreed to fund its Pro Rata Share of the related Revolving Borrowing, prior to 3:00 p.m., New York time, on the date such Revolving Loan is to be made, to make available to the Administrative Agent at the Administrative Agent's Principal Office, in the form of a written Borrowing Requestimmediately available funds, appropriately completed and signed by a Responsible Officer an amount equal to such Lender's Pro Rata Share of such Revolving Loan, multiplied by the amount of such Revolving Loan. After the Administrative Agent's receipt of such funds and upon fulfillment of all applicable conditions precedent in Article VI hereof, the Administrative Agent will make such funds available to the Borrower. Each , no later than close of business on that same Business Day, by crediting the amount of such telephonic and written Borrowing Request to the account of the Borrower more fully described in Schedule 3.03 hereto (in which the Collateral Agent shall specify the following information in compliance with Section 2.02:have been granted a first priority (subject to Permitted Liens) perfected security interest).

Appears in 1 contract

Samples: Uncommitted Revolving Credit Agreement (Tesoro Corp /New/)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Applicable Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing, of Term Loans not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing of LIBO Rate Loans denominated in Dollars (or, with respect to Borrowings to be made on the Closing Date), such shorter time as the Administrative Agent may agree in its sole discretion) or, (iib) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing of LIBO Rate Revolving Loans (x) denominated in a currency Dollars, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing and (y) denominated in an Agreed Currency other than Dollars to be made on Dollars, not later than 11:00 a.m., New York City time, four (4) Business Days before the Closing Date) or (iii) on the requested date of any the proposed Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, with respect to Borrowings to be made on the Amendment No. 5 Effective Date, such later shorter time as the Administrative Agent may agree in its sole discretion) or (c) by telephonic notice in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be acceptable irrevocable and shall be confirmed promptly by email to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Applicable Borrower; provided that in respect of the 2015 Term Loans to be borrowed on the Closing Date, the Incremental Term B-1 Loans to be borrowed on the Amendment No. 1 Effective Date, the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, and the Fourth Amendment Refinancing Term Loans to be borrowed on the Amendment No. 4 Effective Date, any written Borrowing Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans set forth in such conditional Borrowing Request, the Borrower shall be required to compensate the Lenders under Section 2.136 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as and such Borrowing Request may be provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not no later than 12:00 p.m. four 2:00 pm, New York City Time, on the Business Days Day prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation Borrower shall notify the Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurodollar Borrowing, (ii) four not later than 12:00 noon, New York City time, three Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of an ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior noon, New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed Request in a form approved by the Agent and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: the aggregate amount of the requested Borrowing; the date of such Borrowing, which shall be a Business Day; whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and the location and number of the Borrower’s account (or such other account as the Borrower may specify) to which funds are to be disbursed, which shall comply with the requirements of Section 2.04. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Kindred Healthcare, Inc)

Requests for Borrowings. Each To request a Revolving Borrowing or Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower Company on behalf of the relevant Borrowerits behalf) shall submit a Borrowing Request, signed by its Senior Officer, to the Administrative Agent. Each such notice must be Agent (a) in writing or by telephone (and promptly confirmed the case of a LIBOR Borrowing denominated in writing) and must be received by the Administrative Agent US Dollars, not later than 1:00 p.m. (i) 11:00 a.m., Local Time, three Business Days prior to before the requested day date of any Borrowingthe proposed Borrowing (or, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any such LIBOR Borrowing of LIBO Rate Loans denominated in Dollars to be made occur on the Closing DateEffective Date or any [[3851767]] 50 LIBOR Term Borrowing, such shorter period of time as may be agreed to in writing by the Administrative Agent), (iib) in the case of LIBOR Borrowing denominated in an Alternative Currency or a CDOR Borrowing, not later than 11:00 a.m., Local Time, four Business Days prior to before the requested day date of any Borrowingthe proposed Borrowing (or, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any such Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made occur on the Closing Effective Date, such shorter period of time as may be agreed to in writing by the Administrative Agent) or (iiic) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition case of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent an ABR Borrowing, not later than 12:00 p.m. four Business Days prior to 11:00 a.m., Local Time, on the requested date day of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall be irrevocable (except that the Borrowing Request for (x) Loans to be borrowed on the Effective Date may be conditioned on the occurrence of the Effective Date and (y) the Delayed Draw Term Loans may be conditioned on the consummation of the GET Acquisition) and shall specify the following information in compliance with Section 2.02:: (i) the name of the applicable Borrower; (ii) whether the requested Borrowing is to be a Term Borrowing (specifying the Class thereof) or a Revolving Borrowing; (iii) the currency and principal amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) the Type of such Borrowing; (vi) in the case of a LIBOR Borrowing or a CDOR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (vii) the location and number of the account of the applicable Borrower to which funds are to be disbursed (or such other account as may be designated by (or by the Company on behalf of) the applicable Borrower) or, in the case of any ABR Revolving Borrowing requested to finance the reimbursement of an LC Disbursement as provided in Section 2.20(f), the identity of the Issuing Bank that made such LC Disbursement. If no currency is specified with respect to any requested LIBOR Borrowing, then the applicable Borrower shall be deemed to have selected US Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be (A) in the case of a Borrowing denominated in US Dollars, an ABR Borrowing, (B) in the case of Borrowing denominated in an Alternative Currency (other than Canadian Dollars), a LIBOR Borrowing and (C) in the case of a Borrowing denominated in Canadian Dollars, a CDOR Borrowing. If no Interest Period is specified with respect to any requested LIBOR Borrowing or CDOR Borrowing, then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such Xxxxxx’s Loan to be made as part of the requested Borrowing. [[3851767]]

Appears in 1 contract

Samples: Credit Agreement (Westinghouse Air Brake Technologies Corp)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans from one Type to the otherotheranother, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Term Benchmark Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in writing or the form of a written Borrowing Request, appropriately completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)) andor Term Benchmark Loans, (ii) four 1:00 p.m. on the requested date of any Borrowing of ABR Loans and (iii) 11:00 a.m. five Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving RFR Loans (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such Borrowinglater time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available to by all them and (B) not later than 12:00 noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the appropriate Lenders. Each written notice (or confirmation If no election as to the Type of telephonic notice) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any LIBO Rate Borrowing, Term Benchmark Borrowing or RFR Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Blackstone Mortgage Trust, Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing or a Term Loan Borrowing, each conversion from the relevant Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time (or if the request is delivered in London, 11:00 a.m., London time), three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Domestic Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by delivery to the other, and each continuation Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice a written Borrowing Request in a form approved by the applicable Administrative Agent and (x) signed by the Parent Borrower and, in the case of Borrowings by a Foreign Subsidiary Borrower, such Foreign Subsidiary Borrower or (y) in the case of Borrowings by a Foreign Subsidiary Borrower, signed by the Parent Borrower or such Foreign Subsidiary Borrower, as specified by the Lead Parent Borrower on behalf of the relevant Borrower) by prior written notice to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing (and be signed on behalf of such Borrower); (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; (vi) the location and number of the relevant Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.7; and (vii) the currency of such Borrowing (which shall be in Dollars in the case of Term Loans, Domestic Revolving Loans and Swingline Loans, and otherwise shall be in Dollars or a Qualified Global Currency). If no election as to the currency of a Global Revolving Borrowing is specified in any such notice, then the requested Borrowing shall be denominated in Dollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing if denominated in Dollars or a Eurocurrency Borrowing if denominated in a Qualified Global Currency. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month's duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request either in writing by delivery of an irrevocable Borrowing Request (iby hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) three Business Days prior to signed by a Responsible Officer of the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars Borrower (or one Business Day a) in the case of any Borrowing of a LIBO Rate Loans denominated Borrowing, not later than 12:00 noon, three Business Days (or, in Dollars the case of a LIBO Rate Borrowing to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day Day) before the date of the proposed Borrowing or (b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, not later than Dollars to be made 12:00 noon, on the Closing Date) or (iii) on the requested date of any the proposed Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of Interest Period,” (A) , the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. noon four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them. Not later than 10:00 a.m. three Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period has been consented to by all the relevant appropriate Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.022.01:

Appears in 1 contract

Samples: Assignment and Assumption (Interline Brands, Inc./De)

Requests for Borrowings. Each (a) To request a Domestic Revolving Borrowing or Ex-Im Borrowing, each conversion from one Type to the other, and each continuation Borrower Representative shall notify the Administrative Agent of LIBO Rate Revolving Loans such request either in writing (delivered by hand or CDOR Revolving Loans shall be made upon irrevocable notice facsimile) in a form approved by the applicable Administrative Agent and signed by the Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing Representative or by telephone (and promptly confirmed a) in writingthe case of a Eurodollar Borrowing not later than 10:00 a.m., Chicago time, three Business Days before the date of the proposed Borrowing or (b) and in the case of a CBFR Borrowing not later than noon, Chicago time, on the date of the proposed Borrowing; provided that any such notice of a CBFR Revolving Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) must be received given not later than 9:00 a.m., Chicago time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrowerthe Borrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.01: (i) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be a CBFR Borrowing or a Eurodollar Borrowing; (iv) whether such Borrowing is to be a Domestic Revolving Borrowing or an Ex-Im Borrowing; (v) the identity of the applicable Borrower; and (vi) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.” If no election as to the Type of Domestic Revolving Borrowing or Ex-Im Borrowing is specified, then the requested Borrowing shall be a CBFR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the applicable Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Domestic Revolving Lender or

Appears in 1 contract

Samples: Credit Agreement

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower Representative shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent and signed by the Borrower Representative not later than 1:00 p.m. (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Term SOFR Borrowing, 1:00 p.m., New York time, three (ii3) four U.S. Government Securities Business Days prior to before the requested day date of any Borrowingthe proposed Borrowing (or, conversion in respect of the FILO Loans, such shorter period as the Administrative Agent may agree) or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any an ABR Borrowing of LIBO Rate Loans denominated in a currency (other than Dollars to be made a Swingline Borrowing), 1:00 p.m., New York time, on the Closing Date) or (iii) on the requested date of the proposed Borrowing; provided that any such notice of an ABR Borrowing to finance the reimbursement of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time an LC Disbursement as shall contemplated by Section 2.06(e) may be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent given not later than 12:00 p.m. four Business Days prior to 10:00 a.m., New York time, on the requested date of such proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery, facsimile, or emailed pdf to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such Borrowerthe Borrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the name of the applicable Borrower(s) and whether such Borrowing is a U.S. Borrowing or Canadian Borrowing; (ii) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) the Type of such Borrowing; and (v) in the case of a Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.” Any Borrowing Request that shall fail to specify any of the information required by the preceding provisions of this paragraph may be rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall give written or telephonic notice thereof to the Borrower Representative and, if so rejected, will be of no force or effect. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Xxxxxx’s Loan to be made as part of the requested Borrowing. SECTION 2.04

Appears in 1 contract

Samples: Credit Agreement (Designer Brands Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower Representative shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to either in writing (delivered by all the relevant Lenders. Each written notice (hand or confirmation of telephonic noticeemail as a PDF document) with respect to by delivering a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of the Borrower Representative or through Electronic System, if arrangements for doing so have been approved by the Administrative Agent, (a) in the case of a Eurodollar Borrowing or a CDOR Rate Borrowing, not later than 10:00 a.m., Chicago time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing or a Canadian Prime Rate Borrowing, not later than noon, Chicago time, on the date of the proposed Borrowing; provided that any such Borrowernotice of an ABR Revolving Borrowing or a Canadian Prime Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 9:00 a.m., Chicago time, on the date of the proposed Borrowing. Each such telephonic and written Borrowing Request shall be irrevocable. Each such Borrowing Request shall specify the following information in compliance with Section 2.02:2.01: (i) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing; (ii) name of the applicable Borrower(s); (iii) the date of such Borrowing, which shall be a Business Day; (iv) whether such Borrowing is to be an ABR Borrowing, a Canadian Prime Rate Borrowing, a Eurodollar Borrowing or a CDOR Rate Borrowing; and (v) in the case of a Eurodollar Borrowing or a CDOR Rate Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.” If no election as to the Type of Revolving Borrowing is specified, then the requested Revolving Borrowing shall be an ABR Borrowing if denominated in dollars and a Canadian Prime Rate Borrowing if denominated in Canadian dollars. If no Interest Period is specified with respect to any requested Eurodollar Revolving Borrowing, then the applicable Borrower(s) shall be deemed to have selected an Interest Period of one month’s duration. If no Interest Period is specified with respect to any requested 35

Appears in 1 contract

Samples: Execution Version Credit Agreement (Lawson Products Inc/New/De/)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans from one Type to the otheranother, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Term Benchmark Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in writing or the form of a written Borrowing Request, appropriately completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)) or Term Benchmark Loans, (ii) four 1:00 p.m. on the requested date of any Borrowing of ABR Loans and (iii) 11:00 a.m. five Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving RFR Loans (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such Borrowinglater time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available to by all them and (B) not later than 12:00 noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the appropriate Lenders.. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. Each written notice (or confirmation of telephonic notice) If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any LIBO Rate Borrowing, Term Benchmark Borrowing or RFR Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Blackstone Mortgage Trust, Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to Available Currency Borrowing or Canadian Currency Borrowing, the other, and each continuation Borrower Representative shall notify the Administrative Agent of LIBO Rate Revolving Loans such request by telephone or delivery of a Borrowing Request (a) in the case of a Eurodollar Borrowing or CDOR Rate Borrowing, not later than 12:00 noon, New York City time, three Business Days before the date of the proposed Borrowing, (b) in the case of a Canadian Prime Rate Borrowing, not later than 12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing; and (c) in the case of an ABR Borrowing, not later than 12:00 noon, New York City time, on the Business Day of the proposed Borrowing; provided that any such notice of an ABR Revolving Loans Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.05(f) must be given not later than 11:00 A.M., New York City time, on the date of the proposed Borrowing. To request an Available Currency Fixed Rate Borrowing in Sterling, Euro or Canadian Dollars, the Borrower Representative shall be made upon irrevocable notice by notify the Administrative Agent of such request in writing, not later than 11:00 A.M., London, England time, three Business Days before the date of the proposed Borrowing. To request an Available Currency Borrowing in any other Available Currency, the Borrower Representative shall notify the Administrative Agent of such request in writing, not later than 11:00 A.M., London, England time, three Business Days before the date of the proposed Borrowing or, if different, the number of days before the date of the proposed Borrowing that is standard for the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to Available Currency in accordance with the Administrative Agent’s standard practice. Each such notice must telephonic Borrowing Request shall be in writing irrevocable and shall be confirmed promptly by hand delivery, telecopy or by telephone (and promptly confirmed in writing) and must be received other electronic platform or electronic transmission approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing RequestRequest in the form attached hereto as Exhibit E or in such other form as may be approved by the Administrative Agent, appropriately completed and signed by a Responsible Officer of such Borrowerthe Borrower Representative and delivered to the Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02Sections 2.02 and 2.07:

Appears in 1 contract

Samples: Guaranty Agreement (IHS Inc.)

Requests for Borrowings. Each Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrowing shall be made upon the Borrower’s irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent, which may be given by “pdf” or similar electronic format, in the form of a written Borrowing Request signed by the Borrower. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and Borrowing Request must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any the Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date, not later than 2:00 p.m. (New York City time), at least two (2) Business Days before the proposed Borrowing or (ii) four Business Days prior to the requested day of any Borrowingotherwise, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day A) in the case of any a Borrowing consisting of LIBO Rate Loans denominated in a currency other LIBOR Loans, not later than Dollars to be made on 11:00 a.m. (New York City time), three (3) Business Days before the Closing Date) date of the proposed Borrowing or (iiiB) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition case of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent a Borrowing consisting of Base Rate Loans, not later than 12:00 p.m. four noon (New York City time), one (1) Business Days prior to Day before the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (a) the aggregate amount of the requested Borrowing; (b) the date of such Borrowing, which shall be a Business Day; (c) whether such Borrowing is to be an Base Rate Borrowing or a LIBOR Borrowing; (d) in the case of a Borrowing consisting of a LIBOR Loan, the initial Interest Period to be applicable thereto; and (e) the location and number of the Borrower’s account to which funds are to be disbursed. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Base Rate Borrowing. If no Interest Period is specified with respect to any requested LIBOR Borrowing, then such Borrower shall be deemed to have selected an Interest Period of three (3) months’ duration. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. Section 2.04

Appears in 1 contract

Samples: Credit Agreement (Exelon Generation Co LLC)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower Representative shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent of such request by submitting a Borrowing Notice (delivered by hand or facsimile) signed by the Borrower Representative (a) in the case of a Eurocurrency Borrowing, not later than 1:00 p.m. noon, Local Time, three Business Days before the date of the proposed Borrowing or (ib) in the case of a CBFR Borrowing, not later than noon, Local Time, on the date of the proposed Borrowing; provided, that with respect to any Eurocurrency Borrowing proposed to be made on the Effective Date, the Administrative Agent shall not later than noon, Local Time, three Business Days prior to the requested day Effective Date have received a Borrowing Notice and a funding indemnity side letter by each Borrower requesting such Borrowing for the benefit of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in Administrative Agent and each case, such later time as shall be acceptable Lender reasonably satisfactory to the Administrative Agent), and in case such notice and side letter are not so received by such time, the Borrower shall be deemed to have requested the USD Equivalent of CBFR Loans denominated in dollars in lieu of such Eurocurrency Loans; and provided, howeverfurther, that if any such notice of a CBFR Revolving Borrowing to finance the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having reimbursement of an Interest Period of other than one, two, three or six months in duration LC Disbursement as provided in the definition of “Interest Period,” (Acontemplated by Section 2.06(e) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must may be received by the Administrative Agent given not later than 12:00 p.m. four Business Days prior to 9:00 a.m., Chicago time, on the requested date of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Notice shall be delivered irrevocable and shall be confirmed promptly by hand delivery or facsimile to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Notice signed by a Responsible Officer of such Borrowerthe Borrower Representative. Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.022.01:

Appears in 1 contract

Samples: Credit Agreement (Libbey Inc)

Requests for Borrowings. Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving RateTerm SOFR Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent, which may be given by a Borrowing Request or an Interest Election Request, as applicable (provided that any notice in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the occurrence of the Closing Date, (y) to be made in connection with any acquisition, investment or repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted repayment or redemption of Indebtedness or (z) for any other purpose to which the Administrative Agent may consent (such consent not to be unreasonably withheld or delayed), may be conditioned on the occurrence of the relevant event). Each such notice must be in writing the form of a Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) 12:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), Date)Term SOFR Loans and (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Revolving Loans or Canadian Prime Rate Revolving Loans (other than Swingline Loans) (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving RateTerm SOFR Loans having an Interest Period of other than one, two, three or six months in duration or such shorter period as provided in the definition of “Interest Period,” ”, (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such the relevant Borrowing, conversion or continuationcontinuation (or such later time as is reasonably acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request request, (B) the relevant requested Interest Period shall be deemed to be available to each appropriate Lender unless such Lender has delivered written notice to the Administrative Agent indicating that such Interest Period is not available to such Lender within one Business Day following the date on which the notice described in clause (A) above is posted by the Administrative Agent and determine (C) not later than 12:00 p.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to by all the relevant appropriate Lenders. Each written notice (or confirmation If no election as to the Type of telephonic notice) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBO RateTerm SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any LIBO RateTerm SOFR Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section.

Appears in 1 contract

Samples: Credit Agreement (Definitive Healthcare Corp.)

Requests for Borrowings. Each BorrowingTo request a Borrowing of the Term Loan on the Closing Date or the Business Day immediately thereafter (as specified by the Borrower in the Borrowing Request), each conversion from one Type to the other, and each a Conversion of Loans or a continuation of LIBO Rate Revolving Loans Loans, the Borrower shall irrevocably notify the Administrative Agent of such request by a written Borrowing Request in a form attached hereto as Exhibit C or CDOR Revolving Loans such other form as may be approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent), appropriately completed and signed by a Responsible Officer of the Borrower. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and Borrowing Request must be received by the Administrative Agent not later than 1:00 p.m. noon (ix) three Business Days prior to the requested day date of any Borrowing, conversion or continuation the Borrowing of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (iiy) four Business Days prior to the requested day date of any Borrowing, conversion the Conversion of or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)Loans; provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. noon four Business Days prior to the requested date of such Borrowing, conversion Conversion or continuationcontinuation of Loans, whereupon the Administrative Agent shall give prompt notice to the relevant applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them. Not later than 11:00 a.m., one Business Day before the requested date of such Borrowing, Conversion or continuation of Loans, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant applicable Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Term Loan Credit Agreement (Viatris Inc)

Requests for Borrowings. Each To request a Revolving Borrowing or Term Borrowing, each conversion from the Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the otherreimbursement of an LC Disbursement as contemplated by Section 2.5(e) may be given not later than 10:00 a.m., and each continuation New York City time, on the date of LIBO Rate Revolving Loans or CDOR Revolving Loans the proposed Borrowing. Each such telephonic Borrowing Request shall be made upon irrevocable notice and shall be confirmed promptly by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) delivery to the Administrative Agent. Each such notice must be Agent of a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Class and Type of the requested Borrowing; (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto; and (v) the location and number of the Borrower's account to which funds are to be disbursed, which shall comply with the requirements of Section 2.6. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Revolving Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month's duration, in the case of a Eurodollar Borrowing. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender's Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Collateral Agreement (SPX Corp)

Requests for Borrowings. Each To request a Revolving Borrowing or Term Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a Eurodollar Borrowing or a CDOR Rate Borrowing, not later than 11:00 a.m., Local Time, three (3) Business Days before the Lead Borrower on behalf date of the relevant Borrowerproposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., Local Time, one Business Day before the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing or CDOR Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2.05(e) or an ABR Borrowing on the Rothsay Acquisition Closing Date to be used in consummating the Rothsay Acquisition may be given not later than 10:00 a.m., Local Time, on the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by telecopy or email to the Administrative Agent. Each such notice must be Agent of a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing signed by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Darling Ingredients Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from the Designated Borrower shall notify the Administrative Agent of such request by telephone (a) in the case of a LIBOR Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one Type Business Day before the date of the proposed Borrowing; provided that (i) only one request for a Borrowing may be made in any single calendar month (it being understood that all Borrowings made by the Designated Borrower on the same date shall be treated as a single request for a Borrowing for purposes of this limitation) and (ii) if any Lucent Lender has an Available Commitment at the time of such Borrowing and any portion of the proceeds of such Borrowing to be funded by such Lucent Lender would be required to be funded by such Lucent Lender other than as a credit against amounts owing to Lucent or an Affiliate of Lucent as provided in Section 2.04, then the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans applicable Borrowing Request shall be made upon irrevocable notice by not later than five Business Days before the applicable Borrower (or the Lead Borrower on behalf date of the relevant Borrowerproposed Borrowing (in the case of a LIBOR Borrowing) or three Business Days before the date of the proposed Borrowing (in the case of an ABR Borrowing). Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent. Each such notice must be Agent of a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the Designated Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Winstar Communications Inc)

Requests for Borrowings. Each (a) To request a Revolving Facility Borrowing, each conversion from one Type to a Term Loan A Borrowing and/or a Term Loan B Borrowing, the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any a Term SOFR Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)Dollars, not later than 11:00 a.m., Local Time, two (ii2) four Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, by telephone, not later than Dollars to be made 12:00 noon, Local Time, on the Closing Date) or (iii) on Business Day of the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent)proposed Borrowing; provided, howeverthat, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Term SOFR Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. 11:00 a.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them. Not later than 11:00 a.m., three Business Days before the requested date of such Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the relevant LendersLenders and the Administrative Agent. Each written such Borrowing Request shall be irrevocable (other than in the case of any notice given in respect of the Restatement Effective Date, which may be conditioned upon the consummation of the Restatement Date Refinancing) and (or confirmation in the case of telephonic noticerequests) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered confirmed promptly by hand delivery or electronic means to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Restatement Agreement (EDGEWELL PERSONAL CARE Co)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion from the Borrower shall notify the Administrative Agent of such request by telephone (a “Borrowing Notice”) (A) in the case of a Eurocurrency Borrowing, not later than 11:00 a.m. (Central Time), three Business Days before the date of the proposed Borrowing, or (B) in the case of an Adjusted Base Rate Borrowing, not later than 11:00 a.m. (Central Time), one Type to (1) Business Day before the other, and each continuation date of LIBO Rate Revolving Loans or CDOR Revolving Loans the proposed Borrowing. Each such telephonic Borrowing Notice shall be made upon irrevocable notice and shall be confirmed promptly by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) delivery to the Administrative Agent. Each such notice must be Agent of a written Borrowing Notice in writing or by telephone (and promptly confirmed in writing) and must be received by substantially the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day form of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day Exhibit J in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request Notice shall specify the following information in compliance with Section 2.02:2.7: (i) the Borrower requesting such Borrowing; (ii) the Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; and (vi) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.7. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an Adjusted Base Rate Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Notice in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. The Borrower shall also deliver together with each Borrowing Notice the compliance certificate required in Section 5.2 and otherwise comply with the conditions set forth in Section 5.2 for Borrowings. Not later than 11:00 a.m. (Central Time) on each Borrowing Date, each Lender shall make available its Loan or Loans, in funds immediately available at the Administrative Office. Administrative Agent will promptly make the funds so received from the Lenders available to the Borrower in the account specified by the Borrower in the Disbursement Instruction Agreement (or, with respect to disbursement of funds on the Closing Date, as otherwise directed by Borrower in writing to Administrative Agent).

Appears in 1 contract

Samples: Assignment and Assumption Agreement (First Industrial Realty Trust Inc)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion from one Type to the otherBorrower shall notify the Administrative Agent of such request by telephone, and each continuation facsimile or electronic mail (i) in the case of LIBO Rate Revolving Loans a Eurodollar Borrowing, not later than 11:00 a.m., New York City time, three Business Days before the date of the proposed Borrowing (except as provided in Section 2.03(b)) or CDOR Revolving Loans (ii) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, on the date of the proposed Borrowing. Each Borrowing Request shall be irrevocable and, if made upon irrevocable notice telephonically, shall be confirmed promptly, by the applicable Borrower (hand delivery, facsimile or the Lead Borrower on behalf electronic mail of the relevant Borrower) to the Administrative Agent. Each such notice must be a written Borrowing Request in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. and be executed by a Managing Director of the Borrower or another authorized borrowing representative of the Borrower, as notified by the Borrower to the Administrative Agent from time to time. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02: (i) three Business Days prior to the aggregate amount of the requested day Borrowing; (ii) the date of any such Borrowing, conversion which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars a Eurodollar Borrowing; (or one Business Day iv) in the case of a Eurodollar Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the 21 Administrative Agent shall advise each Lender of LIBO Rate Loans denominated in Dollars the details thereof and of the amount of such Lender’s Loan to be made on the Closing Date), (ii) four Business Days prior to as part of the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in . (b) The Borrower may request a currency other than Dollars (or one Business Day in the case of any Eurodollar Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,(A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by notifying the Administrative Agent not later than 12:00 p.m. 11:00 a.m., New York City time, four Business Days prior to the requested date of such Borrowing, conversion or continuationBorrowing having such Interest Period, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available acceptable to all of them; and not later than 8:00 a.m., New York City time, on the Business Day after receiving such request from the Borrower, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period has been agreed to by all the relevant Lenders. Each written notice (or confirmation If such requested Interest Period is so approved by all of telephonic noticethe Lenders, the Borrower may thereafter from time to time elect to make Borrowing Requests under Section 2.03(a) with respect to a Borrowing by the applicable Borrower pursuant to this and Interest Election Requests under Section 2.03 shall be delivered to 2.06(c) designating such Interest Period, until the Administrative Agent in notifies the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of Borrower that the Required Lenders have elected to revoke such Borrowerapproval. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.04 [

Appears in 1 contract

Samples: Credit Agreement

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion from the Borrower shall notify the Administrative Agent of such request (as provided in Section 9.01) by telephone (a) in the case of a Eurocurrency Borrowing, not later than 12:00 p.m., Local Time, three Business Days before the date of the proposed Borrowing, (b) in the case of an ABR Term Loan Borrowing, not later than 12:00 p.m., Local Time, one Type Business Day before the date of the proposed Borrowing, and (c) in the case of an ABR Revolving Borrowing, not later than 11:00 a.m., Local Time, on the Business Day of the proposed Borrowing; provided that (i) to request a Eurocurrency Borrowing or ABR Borrowing on the Closing Date, the Borrower shall notify the Administrative Agent of such request in writing not later than 12:00 p.m., Local Time, one Business Day prior to the otherClosing Date (or such later time as the Administrative Agent may agree), (ii) any such notice of an ABR Revolving Borrowing to finance the reimbursement of an L/C Disbursement as contemplated by Section 2.05(e) may be given not later than 11:00 a.m., Local Time, on the date of the proposed Borrowing and each continuation (iii) any such notice of LIBO Rate a borrowing under an Incremental Revolving Loans Facility Commitment or CDOR Revolving Loans shall an Incremental Term Borrowing may be made upon irrevocable notice by given at such time as provided in the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentIncremental Assumption Agreement. Each such notice must telephonic Borrowing Request shall be in writing or by telephone irrevocable (and promptly confirmed in writing) and must be received by the Administrative Agent not later other than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four which may be conditioned upon the consummation of the Business Days prior to the requested day of any BorrowingCombination or, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing notice given in respect of LIBO Rate Loans denominated in a currency other than Dollars to Incremental Term Loan Commitments or Incremental Revolving Facility Commitments, which may be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration conditioned as provided in the definition of “Interest Period,” (Aapplicable Incremental Assumption Agreement) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered confirmed promptly by hand delivery or electronic means to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: First Lien Credit Agreement (Exela Technologies, Inc.)

Requests for Borrowings. Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Term SOFR Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent, which may be given by a Borrowing Request or an Interest Election Request, as applicable (provided that any notice in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the occurrence of the Closing Date, (y) to be made in connection with any acquisition, investment or repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted repayment or redemption of Indebtedness or (z) for any other purpose to which the Administrative Agent may consent (such consent not to be unreasonably withheld or delayed), may be conditioned on the occurrence of the relevant event). Each such notice must be in writing the form of a Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by telephone (and promptly confirmed in writing) a Responsible Officer of the Borrower and must be received by the Administrative Agent (by hand delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) three 12:00 p.m. two Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Revolving Term SOFR Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), and (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Revolving Loans or Canadian Prime Rate Revolving Loans (other than Swingline Loans) (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Term SOFR Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” duration, (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four three Business Days prior to the requested date of such the relevant Borrowing, conversion or continuationcontinuation (or such later time as is reasonably acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request request, (B) the relevant requested Interest Period shall be deemed to be available to each appropriate Lender unless such Lender has delivered written notice to the Administrative Agent indicating that such Interest Period is not available to such Lender within one Business Day following the date on which the notice described in clause (A) above is posted by the Administrative Agent and determine (C) not later than 12:00 p.m. two Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to by all the relevant appropriate Lenders. Each written notice (or confirmation If no election as to the Type of telephonic notice) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any Term SOFR Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section.

Appears in 1 contract

Samples: Credit Agreement (First Watch Restaurant Group, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation Parent Borrower shall notify the Administrative Agent of LIBO Rate Revolving Loans such request by prior written or CDOR Revolving Loans shall be made upon irrevocable fax notice by the applicable Borrower (or telephone notice promptly confirmed by written or fax notice) (a) in the Lead Borrower on behalf case of a Eurocurrency Borrowing, not later than 12:00 noon, New York City time, three Business Days before the date of the relevant Borrowerproposed Borrowing or (b) to in the Administrative Agentcase of an ABR Borrowing, not later than 12:00 noon, New York City time, one Business Day before the date of the proposed Borrowing. Each such notice must Borrowing Request shall be irrevocable and shall be in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent not later than 1:00 p.m. and signed by the Parent Borrower. Each such Borrowing Request shall specify, in compliance with Section 2.02, (i) three Business Days prior to the requested day aggregate amount of any such Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), ; (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or continuationa Eurocurrency Borrowing; (iv) in the case of a Eurocurrency Borrowing, whereupon the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (v) a description, in reasonable detail, of the Equipment and Machinery to be financed (which description shall include the name of the Eligible Loan Party to own such Equipment and Machinery, the Cost and the Eligible Location where the Equipment and Machinery are to be located); and (vi) the location and number of the account of the owner of the applicable Equipment and Machinery to which funds are to be disbursed, which shall be in compliance with Section 2.04. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the Administrative Agent shall give prompt notice to advise each Lender of the relevant Lenders details thereof and of the amount of such request and determine whether Lender’s Loan to be made as part of the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Metaldyne Corp)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the otherBorrower shall notify the Lender of such request by telephone, and each continuation electronic mail or hand delivery of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower an executed written Borrowing Request (or the Lead Borrower on behalf of the relevant Borrowera) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Term Benchmark Borrowing, (ii) four not later than 11:00 a.m., New York City time, three U.S. Government Securities Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of an ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to 11:00 a.m., New York City time, on the requested date day of such the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a such Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed irrevocable and shall be signed by a Responsible Officer of such the Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the aggregate amount of the requested Borrowing; (ii) the date of such Borrowing, which shall be a Business Day; (iii) whether such Borrowing is to be an ABR Borrowing or a Term Benchmark Borrowing; (iv) in the case of a Term Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; and (v) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.04. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Lender shall advise each Lender of the details thereof and of the amount of such Xxxxxx’s Loan to be made as part of the requested Borrowing. SECTION 2.04.

Appears in 1 contract

Samples: 96140098v24 Execution Version Credit Agreement (Aspen Technology, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Applicable Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day by telephonic notice in the case of any a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time, three (3) Business Days before the date of the proposed Borrowing of LIBO Rate Loans denominated in Dollars (or, with respect to Borrowings to be made on the Closing Date), such shorter time as the Administrative Agent may agree in its sole discretion) or (iib) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day by telephonic notice in the case of any an ABR Borrowing, not later than 11:00 a.m., New York City time, one (1) Business Day before the date of the proposed Borrowing. Each such telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by email to the Administrative Agent of LIBO Rate Loans denominated a written Borrowing Request in a currency other than Dollars form approved by the Administrative Agent and signed by the Applicable Borrower; provided that in respect of the 2015 Term Loans to be made borrowed on the Closing Date) or (iii) , the Incremental Term B-1 Loans to be borrowed on the requested date of Amendment No. 1 Effective Date, and the Second Amendment Refinancing Term Loans to be borrowed on the Amendment No. 2 Effective Date, and the Third Amendment Refinancing Term Loans to be borrowed on the Amendment No. 3 Effective Date, any written Borrowing of ABR Revolving Request may be provided by the Borrower on a conditional basis (provided that (1) to the extent the Borrower does not borrow any Eurocurrency Loans or Canadian Prime Rate Revolving Loans (orset forth in such conditional Borrowing Request, in each case, such later time as the Borrower shall be acceptable required to compensate the Lenders under Section 2.13 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the Borrowings has been initiated by the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as and such Borrowing Request may be provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not no later than 12:00 p.m. four 2:00 pm, New York City Time, on the Business Days Day prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Requests for Borrowings. Each Borrowing(a) To request a Borrowing (other than a Swingline Loan), each conversion from one Type to the other, and each continuation Borrower Representative shall notify the Administrative Agent of LIBO Rate Revolving Loans such request in writing (whether through Administrative Agent’s pinnacle system or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf other form of the relevant Borrower) electronic submission acceptable to the Administrative Agent. Each such notice must be ) in writing or by telephone (and promptly confirmed in writing) and must be received a form approved by the Administrative Agent and signed by the Borrower Representative not later than 1:00 p.m. p.m., New York time: (i) three (3) Business Days prior to the requested day proposed Borrowing Date with respect to the making of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in U.S. Dollars (to which the Term SOFR Rate Option applies or one Business Day in the case conversion to or the renewal of any Borrowing of LIBO such Interest Rate Option for any Revolving Loans denominated in Dollars to be made on the Closing Date), U.S. Dollars; (ii) four (4) Business Days prior to the requested day proposed Borrowing Date with respect to the making of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Alternative Currencies to which the Daily Simple RFR Option or Term RFR Option applies, or the conversion to or renewal of a currency other than Dollars (Daily Simple RFR Option or one Business Day in the case of Term RFR Option for any Borrowing of LIBO Rate Revolving Loans denominated in a currency other than Dollars to be made on the Closing Date) or Alternative Currencies; and/or (iii) on the requested date same Business Day of any the proposed Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of telephonic notice) Date with respect to the making of a Revolving Loan to which the Alternate Base Rate applies or the last day of the preceding Interest Period with respect to the conversion to the Alternate Base Rate for any Revolving Loan, (b) Each such telephonic Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by hand delivery, facsimile, or emailed pdf to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of such Borrowerthe Borrower Representative. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) the name of the applicable Borrower(s); (ii) the aggregate amount of the requested Borrowing and a breakdown of the separate wires comprising such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) the Type and Currency of such Borrowing; and (v) if applicable, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period.” Any Borrowing Request that shall fail to specify any of the information required by the preceding provisions of this paragraph may be rejected by the Administrative Agent if such failure is not corrected promptly after the Administrative Agent shall give written or telephonic notice thereof to the Borrower

Appears in 1 contract

Samples: Credit Agreement (Big Lots Inc)

Requests for Borrowings. Each To request a Revolving Borrowing or Term Borrowing, each conversion from one Type to the other, and each continuation Borrower shall notify the First Lien Administrative Agent of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or request by telephone (and promptly confirmed a) in writing) and must be received by the Administrative Agent case of a EurodollarTerm Benchmark Borrowing or RFR Borrowing, not later than 1:00 p.m. 2:00 p.m., Xxx Xxxx Xxxx xxxx (i) three Business Days prior to the requested day of any Borrowingxx Xxxxxx, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day Xxxxxxx time in the case of any EurodollarTerm Benchmark Revolving Borrowing or RFR Borrowing in an Alternative Currency (other than Canadian Dollars)), three (3) Business Days before the date of LIBO Rate Loans denominated the proposed Borrowing (or, in Dollars the case of (x) any EurodollarTerm Benchmark Borrowing or RFR Borrowing to be made on the Closing Date)Effective Date or (y) any Term Benchmark Borrowing of Bridge Loans, one (ii1) four Business Days prior to the requested day of any Borrowing, conversion Day) or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of an ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four 10:00 a.m., New York City time, on the Business Days Day prior to the requested date of proposed Borrowing. Each such Borrowing, conversion telephonic Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or continuation, whereupon facsimile to the First Lien Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each a written notice (or confirmation of telephonic notice) with respect to a Borrowing Request signed by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent substantially in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Exhibit Q. Each such telephonic and written Borrowing Request shall specify the following information information: (i) whether the requested Borrowing is to be a Revolving Borrowing, a Term Borrowing or a Borrowing of any other Class (specifying the Class thereof); (ii) the aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) whether such Borrowing is to be an ABR Borrowing or a Eurodollar, a Term Benchmark Borrowing or a RFR Borrowing; (v) in compliance the case of a Eurodollar Borrowing or RFRTerm Benchmark Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) the location and number of the Borrower’s account or accounts to which funds are to be disbursed, which shall comply with the requirements of Section 2.02:2.06, or, in the case of any ABR Revolving Borrowing or Swingline Loan requested to finance the reimbursement of an LC Disbursement as provided in Section 2.05(f), the identity of the Issuing Bank that made such LC Disbursement; (vii) that as of the date of such Borrowing, the conditions set forth in Sections 4.02are satisfied, to the extent applicable; and (viii) in the case of a Revolving Borrowing, the currency in which such Borrowing is to be denominated and, if such Borrowing is to be denominated in Canadian Dollars, whether such Borrowing is of both Classes of Revolving Loans or only the Revolving Loans. If no election as to the Type of Borrowing is specified as to any requested Borrowing in Dollars or Canadian Dollars, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Eurodollar Borrowing or RFRTerm Benchmark Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any requested EurodollarTerm Benchmark Borrowing of Revolving Loans, then the Borrower shall be deemed to have requested that the Borrowing be denominated in Dollars. Promptly following receipt of a Borrowing Request in accordance with this Section 2.03, the First Lien Administrative Agent shall advise each Lender of the applicable Class of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing. -68- [EMEA_ACTIVE 302040156_13]

Appears in 1 contract

Samples: Credit Agreement (LivaNova PLC)

Requests for Borrowings. Each To request a Revolving Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to Borrower shall notify the Administrative Agent. Each Agent of such notice must be in writing or request by telephone (and promptly confirmed in writinga) and must be received by the Administrative Agent not later than 1:00 p.m. (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Eurocurrency Borrowing, not later than 11:00 a.m., New York City time, three (ii3) four Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO a Floating Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (orBorrowing, in each case, such later time as shall be acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to p.m., New York City time, on the requested date of the proposed Borrowing; provided that any such notice of a Floating Rate Borrowing to finance the reimbursement of an LC Disbursement as contemplated by Section 2A.5 may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant Lenders. Each written notice (or confirmation of such telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and shall be confirmed promptly by delivery to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed Request in a form approved by a Responsible Officer of such Borrowerthe Administrative Agent. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:2.2: (i) the Borrower requesting such Borrowing; (ii) the Class and Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of such Borrowing, which shall be a Business Day; (v) in the case of a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; and (vi) the location and number of the relevant Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.10. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be a Floating Rate Borrowing. If no Interest Period is specified with respect to any requested Eurocurrency Borrowing, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration. Promptly following receipt of a Borrowing Request in accordance with this Section, the Administrative Agent shall advise each relevant Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (DDR Corp)

Requests for Borrowings. Each BorrowingBorrowing of Term Loans, each Borrowing of Revolving Loans, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. 12:00 p.m., Local Time, (i) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of (a) LIBO Rate InitialOriginal Term Loans denominated in Dollars to be made on the Closing Date and (b) Initial Euro Term Loans to be made on the First Amendment Effective Date), (ii) on the requested date of any Borrowing of ABR Loans (other than Swingline Loans) denominated in Dollars, or (iii) four Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans (including Swingline Loans) denominated in a currency other than Dollars an Alternative Currency (or one Business Day or, in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or clause (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case), such later time as shall be acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four p.m., Local Time, one Business Days Day prior to the requested date of for such Borrowing, conversion or continuationcontinuation required pursuant to clause (i) or (iii) above, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 10:00 a.m. on the next Business Day, the Administrative Agent shall notify the applicable Borrower whether or not the requested Interest Period has been consented by all the relevant Lendersappropriate Lenders (it being acknowledged and agreed that the failure of any Lender to respond to any such request within the time period provided by clause (A) above shall be deemed to be a rejection by such Lender of such request). Each written notice (or confirmation of telephonic notice) with respect to a Borrowing by the applicable Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such the applicable Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Indivior PLC)

Requests for Borrowings. Each To request a Borrowing, each conversion from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans Borrower shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in writing or by telephone (and promptly confirmed in writing) and must be received by notify the Administrative Agent not later than 1:00 p.m. of such request by telephone or e-mail (ia) three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date)a Term SOFR Borrowing, not later than 12:00 noon, New York City time, three (ii3) four U.S. Government Securities Business Days prior to before the requested day date of any Borrowing, conversion the proposed Borrowing or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day b) in the case of any Borrowing of LIBO Rate Loans denominated in a currency other an ABR Borrowing, not later than Dollars to be made 11:00 a.m., New York City time, on the Closing Date) or (iii) on the requested date of any Borrowing of ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, the proposed Borrowing; provided that no such later time as notice shall be acceptable required for any deemed request of an ABR Borrowing to finance the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having reimbursement of an Interest Period of other than one, two, three or six months in duration LC Disbursement as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 p.m. four Business Days prior to the requested date of such Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant Lenders of such request and determine whether the requested Interest Period is available to by all the relevant LendersSection 2.08(e). Each written notice (such telephonic or confirmation of telephonic notice) with respect to a e-mail Borrowing by the applicable Borrower pursuant to this Section 2.03 Request shall be delivered irrevocable and, if made by telephone, shall be confirmed promptly by hand delivery, facsimile or e-mail to the Administrative Agent in the form of a written Borrowing Request, appropriately completed Request in substantially the form of Exhibit B and signed by a Responsible Officer each member of such Borrowerthe Parent Group. Each such telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.02:: (i) whether such Borrowing is a Revolving Borrowing or a Term Borrowing; (ii) the aggregate amount of the requested Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) whether such Borrowing is to be an ABR Borrowing or a Term SOFR Borrowing; (v) in the case of a Term SOFR Borrowing, the initial Interest Period to be applicable thereto, which shall be a period contemplated by the definition of the term “Interest Period”; (vi) (A) the amount of the then effective Borrowing Base and the Available Borrowing Base, (B) the amount of the then effective Aggregate Elected Revolving Commitment Amounts, (C) the aggregate principal amount of Permitted Pari Term Loan Debt then outstanding, (D) the current Total Revolving Credit Exposures (without regard to the requested Borrowing), (E) the pro forma Total Revolving Credit Exposures and the Total Term Loan Exposures (giving effect to the requested Borrowing); (F) the Total Term Loan Exposures (without regard to the requested Borrowing) and (G) the pro forma Total Term Loan Exposures (giving effect to the requested Borrowing); and (vii) the location and number of the Borrower’s account to which funds are to be disbursed, which shall comply with the requirements of Section 2.05. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested Term SOFR Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. Each Borrowing Request shall constitute a representation that the amount of the

Appears in 1 contract

Samples: Credit Agreement (Chord Energy Corp)

Requests for Borrowings. Each Term Loan Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans shall be made upon irrevocable notice by the applicable Borrower (or the Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent, which may be given by (A) telephone or (B) a Borrowing Request; provided that any telephonic notice must be promptly confirmed in writing by delivery to the Administrative Agent of a Borrowing Request (provided that notices in respect of any Term Loan Borrowing and/or any Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the closing of the Acquisition and (y) to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness may be conditioned on the closing of such Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness). Each such notice must be in writing the form of a Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the Borrower or by telephone (and promptly confirmed in writingby delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 1:00 p.m. (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in Dollars to be made on the Closing Date), (ii) four Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or CDOR Revolving Loans denominated in a currency other than Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Loans denominated in a currency other than Dollars to be made on the Closing Date) or and (iiiii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as shall be is reasonably acceptable to the Administrative Agent); provided, however, that if the Borrower wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, two, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the applicable Borrower (or the Lead Borrower on its behalf) must be received by the Administrative Agent not later than 12:00 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such Borrowinglater time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the relevant appropriate Lenders of such request and determine whether the requested Interest Period is available to by all them and (B) not later than 12:00 p.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the Borrower whether or not the requested Interest Period is available to the appropriate Lenders. Each written notice (or confirmation If no election as to the Type of telephonic notice) Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the Borrower shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing (x) in the case of any ABR Borrowing, on the same Business Day of receipt of a Borrowing by the applicable Borrower pursuant to Request in accordance with this Section 2.03 shall be delivered to the Administrative Agent or (y) in the form case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of such Borrower. Each such telephonic and written Borrowing Request shall specify the following information in compliance accordance with Section 2.02:this Section.

Appears in 1 contract

Samples: Assignment and Assumption (Shift4 Payments, Inc.)

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