Common use of Requests for Borrowings Clause in Contracts

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 2 contracts

Samples: Intercreditor Agreement (Cotiviti Holdings, Inc.), Intercreditor Agreement (Cotiviti Holdings, Inc.)

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Requests for Borrowings. Each Borrowing, each conversion of Loans Borrowing shall occur on written or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower telephonic request (or the Top Borrower on behalf of the relevant Borrowerconfirmed immediately in writing) to the Administrative Agent. Each such notice must be in Agent (and in the form case of a written LIBO Rate Borrowing Requestdenominated in a Committed Currency, appropriately completed and signed to the London Sub-Agent) from a person believed by the Agent to be an officer of or other authorized representative for the Borrower. A request for a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand deliveryand in the case of a LIBO Rate Advance denominated in a Committed Currency, fax or other electronic transmission to the London Sub-Agent) (including “.pdf” or “.tif”)i) not later than (i) 1:00 p.m. three Business Days prior 11:00 a.m. on the day that such Borrowing is to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day be made in the case of any a Borrowing of LIBO that is to bear interest initially at the Floating Rate Loans to be made on the Closing Date) and or (ii) not later than 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in Dollars that is to bear interest initially (in whole or in part) at a LIBO Rate, (y) 2:00 P.M. (London time) on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in any Committed Currency. Each Revolving Borrowing denominated in any Committed Currency shall bear interest at a LIBO Rate. Each Borrowing must be in an amount not less than the Revolving Borrowing Minimum or a multiple thereof and shall consist of Revolving Advances in the same currency made on the same day by the Banks ratably according to their respective Commitments. Each such notice of a Revolving Borrowing shall specify the requested (i) date of the relevant such Revolving Borrowing, conversion or continuation(ii) whether the Advances comprising such Revolving Borrowing are to be LIBO Rate Advances, (iii) aggregate amount of such Revolving Borrowing, and (iv) in the case of a Revolving Borrowing consisting of LIBO Rate Advances, initial Interest Period and currency for each such Revolving Advance. Upon receipt of any such request, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf Banks of the relevant Borrower) whether intended Borrowing no later than 12:00 noon on the date such request for such Borrowing is received by the Agent. At or not before 2:00 p.m. on the date the requested Interest Period Borrowing is to be made, in the case of a Revolving Borrowing consisting of Revolving Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Borrowing, in the case of a Revolving Borrowing consisting of Revolving Advances denominated in any Committed Currency, each Bank shall remit its Percentage of the requested Borrowing to the 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 a LIBO Rate shall also be subject to all conditions set forth in Section 5.2 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 appropriate LendersAgent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with this Section 6.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If no election as and to the Type 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 Revolving Advances comprising such Borrowing is specifiedand (ii) in the case of such Bank, then (A) the requested Borrowing shall be an ABR BorrowingFederal Funds Rate, in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in Committed Currencies. If no Interest Period is specified with respect such Bank shall repay to any requested LIBO Rate Borrowingthe Agent such corresponding amount, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) such amount so repaid shall be deemed to have selected an Interest Period of one monthconstitute such Bank’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made Revolving Advance as part of the relevant requested Borrowingsuch Borrowing for purposes of this Agreement.

Appears in 2 contracts

Samples: Five Year Credit Agreement (3m Co), Year Credit Agreement (3m Co)

Requests for Borrowings. Each Borrowing, each conversion of Loans Borrowing shall occur on written or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower telephonic request (or the Top Borrower on behalf of the relevant Borrowerconfirmed immediately in writing) to the Administrative Agent. Each such notice must be in Agent (and in the form case of a written LIBO Rate Borrowing Requestdenominated in a Committed Currency, appropriately completed and signed to the London Sub-Agent) from a person believed by the Agent to be an officer of or other authorized representative for the Borrower. A request for a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand deliveryand in the case of a LIBO Rate Advance denominated in a Committed Currency, fax or other electronic transmission to the London Sub-Agent) (including “.pdf” or “.tif”)i) not later than (i) 1:00 p.m. three Business Days prior 11:00 a.m. on the day that such Borrowing is to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day be made in the case of any a Borrowing of LIBO that is to bear interest initially at the Floating Rate Loans to be made on the Closing Date) and or (ii) not later than 11:00 a.m. on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in Dollars that is to bear interest initially (in whole or in part) at a LIBO Rate, (y) 2:00 P.M. (London time) on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in any Committed Currency. Each Revolving Borrowing denominated in any Committed Currency shall bear interest at a LIBO Rate. Each Borrowing must be in an amount not less than the Revolving Borrowing Minimum or a multiple thereof and shall consist of Revolving Advances in the same currency made on the same day by the Banks ratably according to their respective Commitments. Each such notice of a Revolving Borrowing shall specify the requested (i) date of such Revolving Borrowing, (ii) whether the Advances comprising such Revolving Borrowing are to be LIBO Rate Advances, (iii) aggregate amount of such Revolving Borrowing, and (iv) in the case of a Revolving Borrowing consisting of LIBO Rate Advances, initial Interest Period and currency for each such Revolving Advance. Upon receipt of any such request, the Agent shall notify the Banks of the intended Borrowing of ABR Loans (orno later than 12:00 noon on the date such request for such Borrowing is received by the Agent. At or before 2:00 p.m. on the date the requested Borrowing is to be made, in the case of a Revolving Borrowing consisting of Revolving Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Borrowing, in the case of a Revolving Borrowing consisting of Revolving Advances denominated in any Committed Currency, each case, such later time as is acceptable Bank shall remit its Percentage of the requested Borrowing to the Administrative 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; provided, however, that, if such borrowing is a Revolving Borrowing denominated in Dollars, the Agent shall first make a portion of such funds equal to the aggregate principal amount of any Swingline Advances made by the Swingline Bank and by any other Bank and outstanding on the date of such Revolving Borrowing, plus interest accrued and unpaid thereon to and as of such date, available to the Swingline Bank and such other Banks for repayment of such Swingline Advances. Any Borrowing that if is to initially bear interest at a LIBO Rate shall also be subject to all conditions set forth in Section 5.2 hereof. Unless the relevant Borrower (or Agent shall have received notice from a Bank prior to the Top time of any Borrowing that such Bank will not make available to the Agent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with this Section 6.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on behalf such date a corresponding amount. 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 relevant Borrower, the interest rate applicable at the time to such Revolving Advances comprising such Borrowing and (ii) wishes to request LIBO Rate 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,” such Bank, (A) the applicable notice from Federal Funds Rate, in the relevant Borrower (case of Advances denominated in Dollars or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before the requested date cost of funds incurred by the relevant Borrowing, conversion or continuation, Agent in respect of such amount in the Administrative Agent case of Advances denominated in Committed Currencies. If such Bank shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available repay to the appropriate Lenders. If no election as to the Type of Borrowing is specifiedAgent such corresponding amount, then the requested Borrowing such amount so repaid shall be an ABR Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one monthconstitute such Bank’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made Revolving Advance as part of the relevant requested Borrowingsuch Borrowing for purposes of this Agreement.

Appears in 2 contracts

Samples: Five Year Credit Agreement (3m Co), Year Credit Agreement (3m Co)

Requests for Borrowings. Each BorrowingTo request a Borrowing of Loans, each conversion of other than Swingline Loans or from one Type to the other, and each continuation of LIBO Rate Loans (which shall be made upon irrevocable notice by in accordance with Section 2.05), the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to shall notify the Administrative Agent. Each Agent of such notice must be in in the form request by delivery (by hand delivery, facsimile or other electronic transmission) of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower Request (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and telephonic notice promptly confirmed thereafter by delivery of a written Borrowing Request, appropriately completed and ) signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by to the Administrative Agent (by hand deliverya) in the case of a Eurocurrency Borrowing or Term SOFR Borrowing, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 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 Loans the proposed Borrowing (or one Business Day before the date of the proposed Borrowing, in the case of any Eurocurrency Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans Date (or, in each casethe case of Eurocurrency Borrowings denominated in Euros, two Business Days before the date of the proposed Closing Date Borrowing, in the case of any RC Facility Borrowing, or prior to 10:00 a.m. New York City time one Business Day before the proposed Closing Date Borrowing, in the case of the Initial Term Loans funded on the Closing Date)), (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 is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent may agree in its sole discretion) or (c) in the case of a Daily Simple SOFR Borrowing denominated in Dollars, not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)11:00 a.m., conversion or continuationNew York City time, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three five U.S. Government Securities Business Days before the requested date of the relevant proposed Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lenders. If no election as to the Type of Each such Borrowing is specified, then the requested Borrowing Request shall be an ABR Borrowing. If no Interest Period is specified irrevocable upon delivery (provided that any Borrowing Request (x) in connection with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 a Borrowing to be made as part on the Closing Date may be conditioned on the closing of the relevant requested Borrowing.Acquisition, (y) to be made in connection with any acquisition, Investment or repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, Investment or repayment, redemption or refinancing of such Indebtedness and (z) in respect of any Refinancing Amendment or Incremental Facility Amendment may be delivered in accordance with the terms thereof) and shall specify the following information (other than, in the case of clause (viii) below, the Borrowing Request pertaining to Borrowings on the Closing Date):

Appears in 2 contracts

Samples: First Lien Credit Agreement (Clarios International Inc.), First Lien Credit Agreement (Clarios International Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Revolving Loans or BA Rate Revolving Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of a Revolving Loan Borrowing 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than 2:00 p.m. (i) 1:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Revolving Loans or BA Rate Revolving Loans (or two Business 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 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) and or (iiiii) by 11:00 a.m. (x) on the requested date of any Borrowing of ABR Revolving Loans (other than Swingline Loans) and (y) one (1) Business Day prior to the requested Borrowing of Canadian Base Rate Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Revolving Loans or BA Rate 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 relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrowerits behalf) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four (4) Business Days prior to the requested date of the relevant such Borrowing (or such later time as is shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. (Noon) three (3) Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant applicable Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified Each written notice with respect to any requested LIBO Rate Borrowing, then a Borrowing by the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) pursuant to this Section 2.03 shall be deemed delivered to have selected an Interest Period of one month’s duration. The the Administrative Agent in the form of a written Borrowing Request 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 advise each Lender be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of such Borrower. Each such written Borrowing Request shall specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 2 contracts

Samples: Credit Agreement (Hillman Companies Inc), Abl Credit Agreement (Hillman Companies Inc)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion the Borrower shall notify the Administrative Agent of Loans 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 (3) Business Days before the date of the proposed Borrowing, or from (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 Loans the proposed Borrowing. Each such telephonic Borrowing Notice shall be made upon irrevocable notice and, if requested by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Administrative Agent, shall be confirmed promptly by delivery to the Administrative Agent. Each such notice must be in in the form Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer Notice in substantially the form of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day Exhibit J in the case of any Borrowing. Each such telephonic and written Borrowing of LIBO Rate Loans to be made on Notice shall specify the Closing Datefollowing information in compliance with Section 2.7: (i) and the Borrower requesting such Borrowing; (ii) 11:00 a.m. on the Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of any Borrowing such Borrowing, which shall be a Business Day; (v) in the case of ABR Loans a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; and (or, in each case, such later time as is acceptable to vi) the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf location and number of the relevant Borrower) wishes ’s account to request LIBO Rate Loans having an Interest Period which funds are to be disbursed, which shall comply with the requirements 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate LendersSection 2.7. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Adjusted Base Rate Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Eurocurrency Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant 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.

Appears in 2 contracts

Samples: Unsecured Term Loan Agreement (First Industrial Lp), Unsecured Term Loan Agreement (First Industrial Lp)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 1:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section. Section 2.04. [Reserved].

Appears in 2 contracts

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

Requests for Borrowings. Each BorrowingTo request a Borrowing of Loans, each conversion of other than Swingline Loans or from one Type to the other, and each continuation of LIBO Rate Loans (which shall be made upon irrevocable notice by in accordance with Section 2.05), the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to shall notify the Administrative Agent. Each Agent of such notice must be in in the form request by delivery (by hand delivery, facsimile or other electronic transmission) of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower Request (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and telephonic notice promptly confirmed thereafter by delivery of a written Borrowing Request, appropriately completed and ) signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by to the Administrative Agent (by hand deliverya) in the case of a Eurocurrency Borrowing, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 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 Loans the proposed Borrowing (or one Business Day before the date of the proposed Borrowing, in the case of any Eurocurrency Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans Date (or, in each casethe case of Eurocurrency Borrowings denominated in Euros, two Business Days before the date of the proposed Closing Date Borrowing, in the case of any RC Facility Borrowing, or prior to 10:00 a.m. New York City time one Business Day before the proposed Closing Date Borrowing, in the case of the Initial Term Loans funded on the Closing Date)) 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 is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant may agree in its sole discretion). Each such Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request shall be an ABR Borrowing. If no Interest Period is specified irrevocable upon delivery (provided that any Borrowing Request (x) in connection with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 a Borrowing to be made as part on the Closing Date may be conditioned on the closing of the relevant requested Borrowing.Acquisition and, (y) to be made in connection with any acquisition, Investment or repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, Investment or repayment, redemption or refinancing of such Indebtedness and (z) in respect of any Refinancing Amendment may be delivered in accordance with the terms thereof) and shall specify the following information (other than, in the case of clause (viii) below, the Borrowing Request pertaining to Borrowings on the Closing Date):

Appears in 2 contracts

Samples: First Lien Credit Agreement (Clarios International Inc.), First Lien Credit Agreement (Clarios International Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing or Term Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or request by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowera) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (ora Eurodollar Borrowing, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon, New York City time, three Business Days before the requested date of the relevant proposed Borrowing or (b) in the case of an ABR Borrowing, conversion not later than 12:00 noon, New York City time, one 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 2.05(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 hand delivery or continuation, telecopy to the Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower. Each such telephonic and written Borrowing Request shall notify specify the relevant Borrower following information in compliance with Section 2.02: (i) whether the requested Borrowing is to be a Revolving Borrowing, Tranche A Term Borrowing or Tranche B Term Borrowing; (ii) the Top Borrower on behalf aggregate amount of such Borrowing; (iii) the date of such Borrowing, which shall be a Business Day; (iv) subject to the second sentence of Section 2.02(b), whether such Borrowing is to be an ABR Borrowing or a Eurodollar Borrowing; (v) subject to the second sentence of Section 2.02(b), 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 relevant term "Interest Period"; and (vi) the location and number of the Borrower) whether or not 's account to which funds are to be disbursed, which shall comply with the requested Interest Period is available to the appropriate Lendersrequirements of Section 2.06. 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 LIBO Rate Eurodollar Revolving Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s 's duration. The 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 any such Lender's Loan to be made as part of the relevant requested Borrowing. SECTION 2.04.

Appears in 2 contracts

Samples: Credit Agreement (Supermarkets General Holdings Corp), Credit Agreement (Pathmark Stores Inc)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day or, in the case of any the Borrowing of LIBO Rate Loans to be made the Additional Initial Term Loan on the Closing Amendment No. 1 Effective Date) , such later time as the Administrative Agent may agree and (ii) 11:00 a.m. 1:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section. Section 2.04. [Reserved].

Appears in 2 contracts

Samples: Term Loan Credit Agreement (Claros Mortgage Trust, Inc.), Term Loan Credit Agreement (Claros Mortgage Trust, 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 SOFR Benchmark Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings and/or the Revolving Loan Borrowing 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (a) in the case of any Term Loan Borrowing, 1:00 p.m. three Business Days prior to the requested day of any Borrowing of, conversion to or continuation of SOFR Benchmark Loans or any Borrowing of or conversion to ABR Loans (or one Business Day in the case of any Borrowing of SOFR Benchmark Loans to be made on the Closing Date) (or such later time as is reasonably acceptable to the Administrative Agent) and (b) in the case of any Revolving Loan, (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate SOFR Benchmark Loans (or one Business Day in the case of any Borrowing of LIBO Rate SOFR Benchmark Loans to be made on the Closing Date) and (ii) 11:00 9:00 a.m. on three Business Days prior to the requested date day of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate SOFR 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four five Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate SOFR Benchmark Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any SOFR Benchmark Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 2 contracts

Samples: Credit Agreement (ATI Physical Therapy, Inc.), Credit Agreement (ATI Physical Therapy, Inc.)

Requests for Borrowings. (a) Each Term Borrowing, each Revolving Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, other and each continuation of LIBO Adjusted Eurocurrency Rate Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice is irrevocable and must be in in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Parent Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Parent Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion Borrowing or continuation of LIBO Adjusted Eurocurrency Rate Loans (or one Business Day in the case of any Adjusted Eurocurrency Rate Borrowing of LIBO Rate Loans to be made on the Closing Date) or any conversion of ABR Loans to Adjusted Eurocurrency Rate Loans and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Adjusted Eurocurrency Rate 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 relevant Parent Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Parent Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 2 contracts

Samples: Intercreditor Agreement (Certara, Inc.), Credit Agreement (Certara, Inc.)

Requests for Borrowings. (a) Each Term Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, other and each continuation of LIBO Rate Adjusted Term SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice is irrevocable and must be in in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three U.S. Government Securities Business Days prior to the requested day of any Borrowing, conversion Borrowing or continuation of LIBO Rate Adjusted Term SOFR Loans (or one Business Day in the case any conversion of any Borrowing of LIBO Rate ABR Loans to be made on the Closing Date) Adjusted Term SOFR Loans and (ii) 11:00 a.m. on 2:00 p.m. one Business Day prior to the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Adjusted Term SOFR Loans having an Interest Period of other than one, twoone (1), three (3) or six (6) months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four (4) Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 2 contracts

Samples: First Lien Credit Agreement (Waystar Holding Corp.), First Lien Credit Agreement (Waystar Holding Corp.)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion the Borrower shall notify the Administrative Agent of Loans 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 (3) Business Days before the date of the proposed Borrowing, or from (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 Loans the proposed Borrowing. Each such telephonic Borrowing Notice shall be made upon irrevocable notice and shall be confirmed promptly by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) delivery to the Administrative Agent. Each such notice must be in in the form Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer Notice in substantially the form of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day Exhibit J in the case of any Borrowing. Each such telephonic and written Borrowing of LIBO Rate Loans to be made on Notice shall specify the Closing Datefollowing information in compliance with Section 2.7: (i) and the Borrower requesting such Borrowing; (ii) 11:00 a.m. on the Type of the requested Borrowing; (iii) the aggregate amount of such Borrowing; (iv) the date of any Borrowing such Borrowing, which shall be a Business Day; (v) in the case of ABR Loans a Eurocurrency Borrowing, the initial Interest Period to be applicable thereto; and (or, in each case, such later time as is acceptable to vi) the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf location and number of the relevant Borrower) wishes ’s account to request LIBO Rate Loans having an Interest Period which funds are to be disbursed, which shall comply with the requirements 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate LendersSection 2.7. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Adjusted Base Rate Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Eurocurrency Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant 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.

Appears in 2 contracts

Samples: Unsecured Term Loan Agreement (First Industrial Lp), Unsecured Term Loan Agreement (First Industrial Lp)

Requests for Borrowings. Each Revolving Loan Borrowing, each conversion of Revolving Loans or from one Type to the other, and each continuation of LIBO Rate Term Benchmark Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 10:00 a.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Term Benchmark Loans (or, if after the effectiveness of a Benchmark Replacement, five Business Days prior to the requested day of any Borrowing of, conversion to or continuation of RFR Loans) (or one Business Day in the case of any Borrowing of LIBO Rate Term Benchmark Loans to be made on the Closing Date) and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Term Benchmark 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether request, (B) the relevant requested Interest Period is shall be deemed to be available to them 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 (BC) not later than 12:00 p.m. 10:00 a.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Term Benchmark Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any Term Benchmark Borrowing (or, if after the effectiveness of a Benchmark Replacement, RFR Borrowing), no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 2 contracts

Samples: Credit Agreement (Cava Group, Inc.), Credit Agreement (Cava Group, Inc.)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 1:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section. Section 2.04. [Reserved].

Appears in 2 contracts

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

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 Loans shall be made upon irrevocable written notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent, which shall be given by a Borrowing Request or an Interest Election Request, as applicable; provided that notices in respect of Term Loan Borrowings and/or Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the closing of the Merger 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (ia) 1:00 p.m. 10:00 a.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of of, LIBO Rate Loans and (or one Business Day b)(i) in the case of any Term Loan Borrowing and/or Revolving Loan Borrowing other than in connection with an Initial Delayed Draw Term Loan Extension (A) so long as such Borrowing Request is in respect of a Borrowing of LIBO Rate ABR Revolving Loans to be made on the Closing Date) and (ii) 11:00 in a principal amount not exceeding $5,000,000, 10:00 a.m. on the requested date of any Borrowing of ABR Revolving Loans (such ABR Revolving Loans described in this clause (b)(i)(A), “Same-Day ABR Revolving Loans”), (B) so long as such Borrowing Request is in respect of a Borrowing of ABR Revolving Loans in a principal amount not exceeding $5,000,000, 10:00 a.m. one Business Day prior to the requested date of any Borrowing of ABR Revolving Loans (such ABR Revolving Loans described in this clause (b)(i)(B), “Day-Prior ABR Revolving Loans”) or (C) in the case of any conversion to ABR Loans, 10:00 a.m. one Business Day prior to the requested day of any such conversion or (ii) in the case of any Initial Delayed Draw Term Loan Extension or Revolving Loans that are not Same-Day ABR Revolving Loans or Day-Prior ABR Revolving Loans, 10:00 a.m. three Business Days prior to the requested day of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days the Administrative Agent shall promptly notify the Borrower before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall promptly advise each Lender of the details and amount of any Loan to be made as part of the relevant requested Borrowing.

Appears in 2 contracts

Samples: Credit Agreement (Definitive Healthcare Corp.), Credit Agreement (Definitive Healthcare Corp.)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 1:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section. Section 2.04. [Reserved].

Appears in 2 contracts

Samples: Assignment and Assumption (Claros Mortgage Trust, Inc.), Assignment and Assumption (Claros Mortgage Trust, 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 12:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether request, (B) the relevant requested Interest Period is shall be deemed to be available to them 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 (BC) 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 2 contracts

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

Requests for Borrowings. Each Revolving Loan Borrowing, each conversion of Revolving Loans or from one Type to the other, and each continuation of LIBO Rate Term Benchmark Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 10:00 a.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Term Benchmark Loans (or, if after the effectiveness of a Benchmark Replacement, five Business Days prior to the requested day of any Borrowing of, conversion to or continuation of RFR Loans) (or one Business Day in the case of any Borrowing of LIBO Rate Term Benchmark Loans to be made on the Closing Date) and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Term Benchmark 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether request, (B) the relevant requested Interest Period is shall be deemed to be available to them 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 (BC) not later than 12:00 p.m. 10:00 a.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Term Benchmark Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each applicable 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 Request in accordance with this Section or (y) in the case of any Term Benchmark Borrowing (or, if after the effectiveness of a Benchmark Replacement, RFR Borrowing), no later than one Business Day following receipt of a Borrowing Request in accordance with this Section. This Section 2.03 shall not apply to Swingline Loans, which shall be requested in accordance with Section 2.04 and may not be continued or converted.

Appears in 2 contracts

Samples: Credit Agreement (Cava Group, Inc.), Credit Agreement (Cava Group, Inc.)

Requests for Borrowings. Each Borrowing(a) To request a Borrowing (other than a Swingline Loan), each conversion the Borrower Representative shall notify the Administrative Agent of Loans such request in writing (whether through Administrative Agent’s pinnacle system or from one Type to the other, and each continuation other form of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) electronic submission acceptable to the Administrative Agent. Each such notice must be ) in in the a form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received approved by the Administrative Agent (and signed by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) the Borrower Representative not later than 1:00 p.m., New York time: (i) 1:00 p.m. three (3) Business Days prior to the requested day proposed Borrowing Date with respect to the making of Revolving Loans denominated in U.S. Dollars to which the Term SOFR Rate Option applies or the conversion to or the renewal of any Borrowing, conversion or continuation of LIBO such Interest Rate Option for any Revolving Loans (or one Business Day denominated in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and U.S. Dollars; (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans four (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower4) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date proposed Borrowing Date with respect to the making of 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 Daily Simple RFR Option or Term RFR Option for any Revolving Loans denominated in Alternative Currencies; and/or (iii) the same Business Day of the relevant proposed Borrowing 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 Request shall be irrevocable and shall be confirmed promptly by hand delivery, facsimile, or such later time as is acceptable emailed pdf to the Administrative AgentAgent of a written Borrowing Request signed by the 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, conversion or continuationwhich shall be a Business Day; (iv) the Type and Currency of such Borrowing; and (v) if applicable, whereupon 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 prompt written or telephonic notice thereof to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 1 contract

Samples: Credit Agreement (Big Lots Inc)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Borrowings (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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 2:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one two Business Day Days in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and or (ii) 11:00 a.m. by 12:00 p.m. (Noon) on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four (4) Business Days prior to the requested date of the relevant such Borrowing (or such later time as is shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. (Noon) three (3) Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to a Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request or such other form as may be approved by the Administrative Agent (including any requested LIBO Rate Borrowingform on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such telephonic and written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Security Agreement (Hayward Holdings, Inc.)

Requests for Borrowings. Each BorrowingBorrowing in respect of the 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 Loans or Term SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax email or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 2:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans or Term SOFR Loans (or one two (2) Business Day Days in the case of any Borrowing of (x) LIBO Rate RateTerm SOFR Loans to be made on the Closing Third Amendment Effective Date or (y) Term SOFR Loans to be made on the Fourth Amendment Effective Date) and or (ii) 11:00 a.m. 12:00 p.m. (Noon) on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request (x) LIBO Rate Loans or Term SOFR Loans having an Interest Period of other than one, twoone (1), three (3) or six (6) months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four (4) Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. (Noon) three (3) Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to a Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request or such other form as may be approved by the Administrative Agent (including any requested LIBO Rate Borrowingform on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), then the relevant Borrower (or the Top Borrower on behalf appropriately completed and 129590608_2#96809902v9 signed by a Responsible Officer of the relevant Borrower) . Each such telephonic and written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: First Lien Credit Agreement (Hayward Holdings, Inc.)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top applicable Co-Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by shall notify the Administrative Agent of such request in writing (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)a) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (ora SOFR Borrowing, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon, Local Time, three U.S. Government Securities Business Days before the requested date of the relevant proposed Borrowing or (b) in the case of an ABR Borrowing, conversion not later than 10:00 a.m. Local Time, on the Business Day of the proposed Borrowing; provided, that 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. Each such 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 continuationReplacement 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 Administrative Agent initial Interest Period to be applicable thereto, which shall notify be a period contemplated by the relevant Borrower 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 Top Borrower on behalf Co-Borrower’s account to which funds are to be disbursed; and (viii) with respect to Revolving Facility Borrowings, the identity of the relevant Borrower) whether or not 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 Interest Period is available to the appropriate LendersBorrowing 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 LIBO Rate SOFR Borrowing, then the relevant Borrower (or the Top applicable Co-Borrower on behalf of the relevant Borrower) shall be deemed to have selected an 79 Doc#: US1:18059326v3 Interest Period of one month’s duration. The 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 any such Xxxxxx’s Loan to be made as part of the relevant requested Borrowing.. Section 2.04

Appears in 1 contract

Samples: Credit Agreement (ADT Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Term SOFR Revolving Loans, CDOR RateTerm XXXXX Revolving Loans, XXXXX Xxxx Revolving Loans (other than continuations and conversions), BBSY Rate Revolving Loans or EURIBOR Revolving Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of a Borrowing of Revolving Loans 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing and must be received by the Administrative Agent (by hand delivery, fax e-mail or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 2:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Term SOFR Revolving Loans denominated in Dollars (or one two (2) Business Day Days in the case of any Borrowing of LIBO Rate Term SOFR Revolving Loans denominated in Dollars to be made on the Closing Third Amendment Effective Date) and or CDOR RateTerm XXXXX Revolving Loans denominated in Canadian Dollars, (ii) 11:00 a.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of Term SOFR Revolving Loans, XXXXX Xxxx Revolving Loans or other Alternate Currency Term Rate Revolving Loans denominated in a currency other than Dollars or Canadian Dollars (or two (2) Business Days in the case of any Borrowing of Term SOFR Revolving Loans denominated in a currency other than Dollars to be made on the Third Amendment Effective Date) or (iii) 12:00 p.m. (Noon) on the requested date of any Borrowing of ABR Revolving Loans, Canadian Base Rate Revolving Loans or Canadian Prime Rate Revolving Loans (other than Swingline Loans) (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Term SOFR Revolving Loans or Alternate Currency Term Rate Revolving Loans having an Interest Period of other than one, twoone (1), three (3) or (other than in respect of a CDORTerm XXXXX Revolving Loan) six (6) months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrowerits behalf) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four (4) Business Days (or five (5) Business Days in the case of a Special Notice Currency) prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. (Noon) three (3) Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant applicable Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified Each written notice with respect to any requested LIBO Rate Borrowing, then a Borrowing by the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) pursuant to this Section 2.03 shall be deemed delivered to have selected an Interest Period of one month’s duration. The the Administrative Agent in the form of a written Borrowing Request 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 advise each Lender be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of such Borrower. Each such written Borrowing Request shall specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Abl Credit Agreement (Hayward Holdings, Inc.)

Requests for Borrowings. Each BorrowingTo request a Borrowing of the Term Loan on the Closing Date, each a conversion of Loans or from one Type to the other, and each other or a continuation of LIBO Rate Loans 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 Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and . Each such Borrowing Request must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than Noon (i) 1:00 p.m. 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 Eurocurrency Loans (or one Business Day in the case of any Borrowing conversion of LIBO Rate Eurocurrency Loans to be made on the Closing Date) Base Rate Loans, and (ii) 11:00 a.m. on the requested date of any Borrowing the borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent)Base Rate Loans; provided, however, that if the relevant such Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. noon four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)borrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the appropriate applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. Not later than 12:00 p.m. 11:00 a.m., three Business Days before the requested date of the relevant Borrowingsuch borrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, the Administrative Agent shall notify the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the appropriate applicable Lenders. If no election as to Each Borrowing Request shall specify the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

Samples: Term Credit Agreement (Mylan Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing or a Tranche A Term Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by 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 Top Borrower on behalf request is delivered in London, 11:00 a.m., London time), three Business Days before the date of the relevant proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one 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 Administrative Agent of a written Borrowing Request in a form approved by the 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 Parent Borrower by prior written notice to the Administrative Agent. Each such notice must telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.2: (i) the Borrower requesting such Borrowing (and be in 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 form case of a written Borrowing RequestEurocurrency Borrowing, appropriately completed the initial Interest Period to be applicable thereto; (vi) the location and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf 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) or by telephone the currency of such Borrowing (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must which shall be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day 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 Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on such notice, then the requested date of any Borrowing of ABR Loans (or, shall be denominated in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate LendersDollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR BorrowingBorrowing 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 LIBO Rate Eurocurrency Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by notify the Administrative Agent of such request (which may be by hand deliverytelephone) (i) in the case of a Eurodollar Borrowing, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m. three Business Days before the date of the proposed Borrowing or (iii) 1:00 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 Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing proposed Delayed Draw Funding Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, howeverfurther, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must shall be received by the Administrative Agent delivered not later than 1:00 12:00 p.m. four Business Days prior to before the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuationproposed Borrowing, whereupon the Administrative Agent shall give prompt notice to the appropriate affected Lenders of such request and determine whether the requested Interest Period is available acceptable to them all of them, and (B) not later than 12:00 p.m. three Business Days before prior to the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the 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 Borrowing Request signed by the Borrower and delivered to the appropriate Lenders. 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 LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 BorrowingAgent.

Appears in 1 contract

Samples: Credit Agreement (Jaws Acquisition Corp.)

Requests for Borrowings. Each To request a Borrowing, each a conversion of Loans or from one Type to the other, and each other or a continuation of LIBO Rate Loans Eurocurrency Loans, the 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 Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of the relevant Borrower (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 Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and . Each such Borrowing Request must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than noon (i) 1:00 p.m. three Business Days prior to the requested day date of any BorrowingBorrowing of, conversion to or continuation of LIBO Eurocurrency Loans denominated in Dollars or of any conversion of Eurocurrency Loans denominated in Dollars to Base Rate Loans Loans, (ii) four Business Days (or one five Business Day Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or continuation of LIBO Rate Eurocurrency Loans to be made on the Closing Date) denominated in Alternative Currencies, and (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent)Base Rate Loans; provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. noon (i) four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuationcontinuation of Eurocurrency Loans denominated in Dollars, or (ii) five Business Days (or six Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans denominated in Alternative Currencies, whereupon the Administrative Agent shall give prompt notice to the appropriate applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. Not later than 12:00 p.m. 11:00 a.m., (i) three Business Days before the requested date of the relevant such Borrowing, conversion or continuationcontinuation of Eurocurrency Loans denominated in Dollars, or (ii) four Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans denominated in Alternative Currencies, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the appropriate applicable Lenders. If no election as to Each Borrowing Request shall specify the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Mylan N.V.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or 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 relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent (or in the case of Swingline Loans, to the Swingline Lender with a copy to the Administrative Agent). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand deliveryor in the case of Swingline Loans, fax or other electronic transmission (including “.pdf” or “.tif”)to the Swingline Lender with a copy to the Administrative Agent) not later than (ia) 1:00 p.m. three (i) threetwo 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 Revolving Loans denominated in Dollars to be made on the 81391230_6 |NY\7652510.20US-DOCS\114316435.10|| 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 Revolving Loans denominated in a currency other than Dollars to be made on the Closing Date) and or (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Revolving Loans (but excluding Swingline Loans) or Canadian Prime Rate Revolving Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent)) or (b) 2:30 p.m. on the requested date of any Borrowing of Swingline Loans; provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant 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 relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrowerits behalf) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate relevant Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before the requested date of by all the relevant Borrowing, conversion Lenders. Each written notice (or continuation, 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 notify specify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

Samples: First Amendment Agreement (PQ Group Holdings Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO SOFR Loans or Eurocurrency Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of any Borrowings (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, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, such Investment or irrevocable repayment, redemption or refinancing of such Indebtedness). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin 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. (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO SOFR Loans or Eurocurrency Rate Loans (or one (x) 15 Business Day Days in the case of any Borrowing of LIBO Rate Initial Euro Term Loans to be made on the Closing Date and (y) 12 Business Days in the case of any Borrowing of Initial Dollar Term Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (or 12 Business Days in the case of any Borrowing of ABR Term Loans to be made on the Closing Date) (or, in each case, such later time as is shall be reasonably acceptable to the Administrative AgentConsent Party); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO SOFR Loans or Eurocurrency Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative AgentConsent Party), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. 10:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available has been consented to by all the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to any requested LIBO Rate Borrowinga Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such telephonic and written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: First Lien Credit Agreement (Ranpak Holdings Corp.)

Requests for Borrowings. Each Borrowing, each conversion Borrowing of Loans or from one Type to the other, and each continuation of LIBO Eurodollar Rate Loans shall be made upon the Borrower’s irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Loan Notice must be received by the Administrative Agent not later than 1:00 p.m. four 12:00 noon (i) three Business Days prior to the requested date of any Borrowing of Eurodollar Rate Loans and (ii) on the relevant requested date of any Borrowing of Base Rate Loans. Each Loan Notice shall specify (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine i) whether the requested Interest Period Borrowing is available to them and be a Revolving Borrowing or Term Borrowing, (Bii) not later than 12:00 p.m. three Business Days before the requested date of the relevant 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, conversion or continuationand if applicable, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf duration of the relevant Borrower) whether or not the requested Interest Period is available 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 appropriate Lendersrequirements of Section 2.06. If no election as the Borrower fails to the specify a Type of Borrowing is specifiedLoan in the Loan Notice, then the requested Borrowing 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 ABR BorrowingInterest 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 no the Borrower requests a Borrowing of Eurodollar Rate Loans in any such Loan Notice, but fails to specify an Interest Period is specified with respect to any requested LIBO Rate BorrowingPeriod, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall it will be deemed to have selected specified 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.

Appears in 1 contract

Samples: Credit Agreement (PharMerica CORP)

Requests for Borrowings. Each To request a Revolving Borrowing or Term Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Borrower Company on behalf of the relevant Borrowerits behalf) to the Administrative Agent. Each such notice must be in in the form of shall submit a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Requestits Senior Officer, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by to the Administrative Agent (by hand deliverya) in the case of a LIBOR Borrowing denominated in US Dollars, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 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 Loans (or one Business Day in the case of any such LIBOR Borrowing of LIBO Rate Loans to be made occur on the Closing Date) and (ii) 11:00 a.m. on the requested date of Effective Date or any Borrowing of ABR Loans (or, in each case[[3851767]] 50 LIBOR Term Borrowing, such later shorter period of time as is acceptable may be agreed to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received writing by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion (b) in the case of LIBOR Borrowing denominated in an Alternative Currency or continuationa CDOR Borrowing, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three 11:00 a.m., Local Time, four Business Days before the requested date of the relevant proposed Borrowing (or, in the case of any such Borrowing to occur on the Effective Date, such shorter period of time as may be agreed to in writing by the Administrative Agent) or (c) in the case of an ABR Borrowing, conversion not later than 11:00 a.m., Local Time, on the day of the proposed Borrowing. Each such 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 continuationa 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 Administrative Agent initial Interest Period to be applicable thereto, which shall notify be a period contemplated by the relevant 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 Top Borrower 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 relevant Borrower) whether or not Issuing Bank that made such LC Disbursement. If no currency is specified with respect to any requested LIBOR Borrowing, then the requested Interest Period is available applicable Borrower shall be deemed to the appropriate Lendershave 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 LIBO Rate LIBOR Borrowing or CDOR Borrowing, then the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Xxxxxx’s Loan to be made as part of the relevant requested Borrowing.. [[3851767]]

Appears in 1 contract

Samples: Credit Agreement (Westinghouse Air Brake Technologies Corp)

Requests for Borrowings. (a) 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 Adjusted Eurocurrency Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings and/or the Revolving Loan Borrowing to be made in connection with any Permitted Acquisition, permitted 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 12:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Adjusted Eurocurrency Rate Loans or BA Rate Loans (or one Business Day in the case of any Borrowing of LIBO Adjusted Eurocurrency Rate Loans or BA Rate Loans to be made on the Closing Restatement Date) and (ii) 11:00 10:00 a.m. on one Business Day prior to the requested date day of any Borrowing of or conversion to ABR Loans or Canadian Prime Rate Loans (other than Swingline Loans) or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative wishes to request LIBO Adjusted Eurocurrency Rate Loans having an Interest Period of other than one, two, three or six months in duration as provided in clause (x) of the definition of “Interest Period,” (A) the applicable notice from the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative must be received by the Administrative Agent not later than 1:00 12:00 p.m. four five Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 promptly notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 1 contract

Samples: Pledge and Security Agreement (Nuvei Corp)

Requests for Borrowings. Each To request a Revolving Facility Borrowing and/or a Term Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans applicable Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by notify the Administrative Agent (of such request by hand deliverytelephone i. in the case of a Eurocurrency Borrowing, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 12:00 noon, Local Time, three Business Days before the date of the proposed Borrowing or ii. 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, 1. to request a Borrowing on the Fourth Restatement Effective Date, the applicable Borrower shall notify the Administrative Agent of such request by telephone not later than 12:00 noon, Local Time, two Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing Fourth Restatement Effective Date (or such later time as is acceptable the Administrative Agent may agree) and 2. 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 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 hand delivery or electronic means to the Administrative Agent), conversion or continuation, whereupon Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the applicable Borrower. Each such telephonic and written Borrowing Request shall give prompt notice specify the following information in compliance with Section 2.02: whether such Borrowing is to be a Borrowing of Term B Loans, Revolving Facility Loans, Refinancing Term Loans, Other Term Loans, Other Revolving Loans or Replacement Revolving Loans as applicable; the appropriate Lenders aggregate amount of the requested Borrowing; the date of such request and determine Borrowing, which shall be a Business Day; whether such Borrowing is to be an ABR Borrowing or a Eurocurrency Borrowing; in the requested case of a Eurocurrency Borrowing, the initial Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before be applicable thereto, which shall be a period contemplated by the requested date definition of the relevant Borrowing, conversion or continuation, term “Interest Period”; and the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf location and number of the relevant Borrower) whether or not the requested Interest Period is available Borrowers’ account to the appropriate Lenderswhich funds 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 LIBO Rate Eurocurrency Borrowing, then the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant requested Borrowing.

Appears in 1 contract

Samples: First Lien Credit Agreement (Zurn Water Solutions Corp)

Requests for Borrowings. (a) Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Adjusted Eurocurrency Rate Term SOFR Loans shall be made upon irrevocable written notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent by delivery of a Borrowing Request (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 in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 2:00 p.m. three Business Days prior to the requested day date of any Borrowing, conversion Borrowing of or continuation of LIBO Adjusted Eurocurrency Rate Term SOFR Loans (or one Business Day in the case of any Adjusted Eurocurrency Rate Term SOFR Borrowing of LIBO Rate Loans to be made on the Closing Date) or any conversion of ABR Loans to Adjusted Eurocurrency Rate Term SOFR Loans and (ii) 11:00 a.m. on 2:00 p.m. one Business Day prior to the requested date of any Borrowing of for or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); providedprovided that, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Adjusted Eurocurrency Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to and has been approved by the appropriate Lenders. 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 LIBO Rate Borrowing, then the relevant Borrower Lenders (or the Top Borrower on behalf of the relevant 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 such approval not to be made as part of the relevant requested Borrowingunreasonably withheld or delayed).

Appears in 1 contract

Samples: Term Loan Credit Agreement (Leslie's, Inc.)

Requests for Borrowings. Each BorrowingTo request a Borrowing of a Loan, each a conversion of Loans or from one Type to the other, and each other or a continuation of LIBO Rate Loans 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 Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and . Each such Borrowing Request must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than Noon (i) 1:00 p.m. 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 Eurocurrency Loans (or one Business Day in the case of any Borrowing conversion of LIBO Rate Eurocurrency Loans to be made on the Closing Date) Base Rate Loans, and (ii) 11:00 a.m. on the requested date of any Borrowing the borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent)Base Rate Loans; provided, however, that if the relevant such Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. noon four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)borrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the appropriate applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. Not later than 12:00 p.m. 11:00 a.m., three Business Days before the requested date of the relevant Borrowingsuch borrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, the Administrative Agent shall notify the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the appropriate applicable Lenders. If no election as to Each Borrowing Request shall specify the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

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

Requests for Borrowings. Each (a) To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by notify the Administrative Agent of such request (which may be by hand deliverytelephone) (i) in the case of a Eurodollar Borrowing, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m. three Business Days before the date of the proposed Borrowing or (iii) 1:00 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 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 (B) any such notice of a Borrowing of Delayed Draw Bridge 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 Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing proposed Delayed Draw Funding Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, howeverfurther, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must shall be received by the Administrative Agent delivered not later than 1:00 12:00 p.m. four Business Days prior to before the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuationproposed Borrowing, whereupon the Administrative Agent shall give prompt notice to the appropriate affected Lenders of such request and determine whether the requested Interest Period is available acceptable to them all of them, and (B) not later than 12:00 p.m. three Business Days before prior to the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the 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 Borrowing Request signed by the Borrower and delivered to the appropriate Lenders. 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 LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 BorrowingAgent.

Appears in 1 contract

Samples: Bridge Loan Agreement (Cano Health, Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or 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 relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent (or in the case of Swingline Loans, to the Swingline Lender with a copy to the Administrative Agent). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand deliveryor in the case of Swingline Loans, fax or other electronic transmission (including “.pdf” or “.tif”)to the Swingline Lender with a copy to the Administrative Agent) not later than (ia) 1:00 p.m. three (i) two 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 Revolving 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 Revolving Loans denominated in a currency other than Dollars to be made on the Closing Date) and or (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Revolving Loans (but excluding Swingline Loans) or Canadian Prime Rate Revolving Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent)) or (b) 2:30 p.m. on the requested date of any Borrowing of Swingline Loans; provided, however, that if the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Revolving Loans or CDOR Revolving Loans having an Interest Period of other than one, twotwo (1), three (3) or six (6) months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrowerits behalf) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four (4) Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate relevant Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before the requested date of by all the relevant Borrowing, conversion Lenders. Each written notice (or continuation, 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 shall notify in the relevant Borrower form of a written Borrowing Request or such other form as may be approved by the Administrative Agent (including any form on an electronic platform or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lenders. If no election electronic transmission system as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowingapproved by the Administrative Agent), appropriately completed and signed by a Responsible Officer of such Borrower. If no Interest Period is specified Each such telephonic and written Borrowing Request shall specify the following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

Samples: Patent Security Agreement (PQ Group Holdings 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings and/or the 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 9:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four five Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Assignment and Assumption (ATI Physical Therapy, Inc.)

Requests for Borrowings. Each To request a Revolving Borrowing or Tranche C Term Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or request by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowera) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (ora Eurodollar Borrowing, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)11:00 a.m., conversion or continuationNew York City time, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before the requested date of the relevant proposed Borrowing or (b) in the case of an ABR Borrowing, conversion or continuationnot later than 11:00 a.m., New York City time, one 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 2.5(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 Administrative Agent of a written Borrowing Request in a form approved by the Administrative Agent and signed by the Borrower. Each such telephonic and written Borrowing Request shall notify specify the relevant Borrower following information in compliance with Section 2.2: (or i) the Top Borrower on behalf Class and Type of the relevant Borrowerrequested Borrowing; (ii) whether or not the requested 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 is available to be applicable thereto; and (v) the appropriate Lenderslocation 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 LIBO Rate Eurodollar Revolving Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s 's duration, in the case of a Eurodollar Borrowing. The 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 any such Lender's Loan to be made as part of the relevant requested Borrowing.

Appears in 1 contract

Samples: SPX Corp

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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 12:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) (or, in each case, such later time as is acceptable to the Administrative Agent in its sole discretion) and (ii) 11:00 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 Loans (or, in each case, such later time as is acceptable to the Administrative AgentAgent in its sole discretion); provided, howeverprovided that, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified Each written notice with respect to any requested LIBO Rate Borrowinga Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Cowen Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of any Borrowings (x) to be made on the Closing Date may be conditioned on the closing of the Transactions and (y) to be made in connection with any acquisition, Investment or irrevocable repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, Investment or irrevocable repayment, redemption or refinancing of such Indebtedness). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 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 Loans (or 12:00 p.m. one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. 10:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available has been consented to by all the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to any requested LIBO Rate Borrowinga Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such telephonic and written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Security Agreement (Isos Acquisition 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 Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m., Local Time, (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans denominated in Dollars (or one Business Day in the case of any Borrowing of (a) LIBO Rate InitialOriginal Term Loans to be made on the Closing Date and (b) Initial Euro Term Loans to be made on the First Amendment Effective Date) and ), (ii) 11:00 a.m. 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 Loans (including Swingline Loans) denominated in an Alternative Currency (or, in each casethe case of clause (iii), such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four 12:00 p.m., Local Time, one Business Days Day prior to the requested date of the relevant Borrowing (or for such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuationcontinuation required pursuant to clause (i) or (iii) above, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. three 10:00 a.m. on the next Business Days before the requested date of the relevant Borrowing, conversion or continuationDay, the Administrative Agent shall notify the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to has been consented by all the appropriate Lenders. If no election as Lenders (it being acknowledged and agreed that the failure of any Lender to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect respond to any requested LIBO Rate Borrowing, then such request within the relevant Borrower time period provided by clause (or the Top Borrower on behalf of the relevant BorrowerA) above shall be deemed to have selected an Interest Period be a rejection by such Lender of one month’s durationsuch request). The 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 shall advise each Lender in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the details applicable Borrower. Each such telephonic and amount of any Loan to be made as part of written Borrowing Request shall specify the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Indivior PLC)

Requests for Borrowings. Each Borrowing(a) To request a Borrowing (other than a Borrowing of Swingline Loans), each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Borrower Company on behalf of the relevant applicable Borrower) shall notify the Administrative Agent, which notice may be given by a Borrowing Request or telephone (provided that any telephonic notice must be confirmed immediately by delivery to the Administrative Agent. Each such notice must be in in the form Agent of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 11:00 a.m., (ia) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any a Eurocurrency Rate Borrowing, three Business Days (or, in the case of the Term Loan Borrowing of LIBO Rate Loans to be made on the Closing Date, such shorter period as may be agreed by the Administrative Agent) before the date of the proposed Borrowing (or such shorter period of time as may be agreed to by the Administrative Agent and the Lenders), (b) in the case of a Borrowing denominated in an Alternative Currency (other than a Special Notice Currency), four Business Days before the date of the proposed Borrowing (or such shorter period of time as may be agreed to by the Administrative Agent and the Multicurrency Tranche Revolving Lenders), (c) in the case of a Borrowing denominated in a Special Notice Currency, five Business Days before the date of the proposed Borrowing (or such shorter period of time as may be agreed to by the Administrative Agent and the Multicurrency Tranche Revolving Lenders), and (iid) 11:00 a.m. on the requested date of any Base Rate Borrowing (or such shorter period of ABR Loans (or, in each case, such later time as is acceptable may be agreed to by the Administrative AgentAgent and the Lenders); provided, however, provided that if the relevant any Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Eurocurrency Rate Loans or Alternative Currency Term Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later at least one Business Day earlier than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agentthat otherwise provided in this Section 2.03(a), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. Not later than 12:00 p.m. 11:00 a.m., (i) three Business Days before the requested date of the relevant such Borrowing, conversion or continuationcontinuation of Eurocurrency Rate Loans, or (ii) four Business Days (or five Business days in the case of a Special Notice Currency) prior to the requested date of such Borrowing of Loans denominated in Alternative Currencies, the Administrative Agent shall notify the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the Lenders. Each such Borrowing Request shall be irrevocable, except that a Borrowing Request may be conditioned on the occurrence of any subsequent event (including a Permitted Acquisition or other Investment), in which case, such notice may be revoked by the applicable Borrower (by written notice to the appropriate Lenders. If no election as Administrative Agent on or prior to the Type date of such funding) if such event does not occur. Each such written Borrowing is specified, then Request shall specify the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Abm Industries Inc /De/)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the otherotheranother, and each continuation of LIBO Rate Loans or Term Benchmark Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and andor Term Benchmark Loans, (ii) 11:00 a.m. 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 of RFR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or Term Benchmark Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, Term Benchmark Borrowing or RFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

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

Requests for Borrowings. Each To request a Borrowing, each a conversion of Loans or from one Type to the other, and each other or a continuation of LIBO Rate Loans 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 Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and . Each such Borrowing Request must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than Noon (i) 1:00 p.m. three Business Days prior to the requested day date of any BorrowingBorrowing of, conversion to or continuation of LIBO Eurocurrency Loans denominated in Dollars or of any conversion of Eurocurrency Loans denominated in Dollars to Base Rate Loans Loans, (ii) four Business Days (or one five Business Day Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or continuation of LIBO Rate Eurocurrency Loans to be made on the Closing Date) denominated in Alternative Currencies, and (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent)Base Rate Loans; provided, however, that if the relevant such Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. noon (i) four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuationcontinuation of Eurocurrency Loans denominated in Dollars, or (ii) five Business Days (or six Business days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans denominated in Alternative Currencies, whereupon the Administrative Agent shall give prompt notice to the appropriate applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.11:00

Appears in 1 contract

Samples: Revolving Credit Agreement (Mylan 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings and/or Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the Closing Date 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly immediately confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 11:00 a.m. three Business Days prior to the requested day of any Borrowing, conversion to or continuation of LIBO Rate Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Initial Term Loans in Dollars to be made on the Closing Date or two Business Days in the case of any Borrowing of LIBO Rate Revolving Loans to be made on the Closing Date), (ii) 11:00 a.m. four Business Days prior to the requested day of any Borrowing, conversion to or continuation of LIBO Rate Loans or RFR Loans denominated in a Revolving Alternative Currency and (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 promptly notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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 (x) with respect to a Loan in Dollars, an ABR Loan, (y) with respect to a Loan any Revolver Alternative Currency other than British Pounds Sterling, a LIBO Rate Loan Borrowing with a one month Interest Period and (z) with respect to a Loan in British Pounds Sterling, a RFR Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. If no election as to the currency of the requested Borrowing is specified, then the Borrower shall be deemed to have selected a Borrowing in Dollars. 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing or RFR Loan, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section 2.03.

Appears in 1 contract

Samples: Credit Agreement (CCC Intelligent Solutions Holdings Inc.)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the otheranother, and each continuation of LIBO Rate Loans or Term Benchmark Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and or Term Benchmark Loans, (ii) 11:00 a.m. 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 of RFR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or Term Benchmark Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, Term Benchmark Borrowing or RFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Blackstone Mortgage Trust, 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 RateTerm SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 12:00 p.m. three 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 Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) Date)Term SOFR Loans and (ii) 11:00 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four fourthree Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether request, (B) the relevant requested Interest Period is shall be deemed to be available to them 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 (BC) not later than 12:00 p.m. three threetwo Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate RateTerm SOFR Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO RateTerm SOFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Credit Agreement (First Watch Restaurant Group, 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 Term SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 12:00 p.m. three two Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Term SOFR Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 10:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four three Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether request, (B) the relevant requested Interest Period is shall be deemed to be available to them 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 (BC) not later than 12:00 p.m. three two Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Term SOFR Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any Term SOFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Credit Agreement (First Watch Restaurant Group, 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower)) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (other than Swingline Loans) (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: First Lien Credit Agreement (Cotiviti Holdings, Inc.)

Requests for Borrowings. Each (a) To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by notify the Administrative Agent of such request (which may be by hand deliverytelephone) (i) in the case of a SOFR Borrowing, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m. three U.S. Government Securities Business Days before the date of the proposed Borrowing or (iii) 1:00 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 Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing proposed Delayed Draw Funding Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, howeverfurther, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must shall be received by the Administrative Agent delivered not later than 1:00 12:00 p.m. four Business Days prior to before the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuationproposed Borrowing, whereupon the Administrative Agent shall give prompt notice to the appropriate affected Lenders of such request and determine whether the requested Interest Period is available acceptable to them all of them, and (B) not later than 12:00 p.m. three Business Days before prior to the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the 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 Borrowing Request signed by the Borrower and delivered to the appropriate Lenders. 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 LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 BorrowingAgent.

Appears in 1 contract

Samples: Credit Agreement (Cano Health, Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or 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 relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin 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. (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), (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) and or (iiiii) 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 is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant 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 relevant applicable Borrower (or the Top Lead Borrower on behalf of the relevant Borrowerits behalf) must be received by the Administrative Agent not later than 1:00 12:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate relevant Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before the requested date of by all the relevant Borrowing, conversion Lenders. Each written notice (or continuation, 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 notify specify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

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

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to The Borrowers shall give the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to Administrative Agent at the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than ’s Office (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans 11:00 a.m. (CST) at least two Business Days’ prior written notice (or one Business Day telephonic notice promptly confirmed in writing) in the case of any a Borrowing of LIBO Rate Revolving Facility Loans if such Revolving Facility Loans are to be made on the Closing Date) LIBOR Loans and (iiiii) prior to 11:00 a.m. (CST) written notice (or telephonic notice promptly confirmed in writing) on the requested date of any the Borrower in the case of a Borrowing of Revolving Facility Loans if such Revolving Facility Loans are to be ABR Loans. Such notice (a “Notice of Borrowing”) shall specify (i) the identity of the Borrower, (ii) the aggregate principal amount of the Revolving Facility Loans to be made, (iii) the date of the Borrowing (which shall be a Business Day) and (iv) whether the Revolving Facility Loans shall consist of ABR Loans (orand/or LIBOR Loans and, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or Revolving Facility Loans are to include LIBOR Loans, the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 to be initially applicable notice from the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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 Borrowingthereto. If no Interest Period is specified with respect to any requested LIBO Rate LIBOR Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) requesting such LIBOR Borrowing shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise promptly give each Lender written notice (or telephonic notice promptly confirmed in writing) of the details proposed Borrowing of Revolving Loans, of such Lender’s proportionate share thereof and amount of the other matters covered by the related Notice of Borrowing. Without in any way limiting the obligation of any Loan Borrower to confirm in writing any notice it may give hereunder by telephone, the Administrative Agent may act prior to receipt of written confirmation without liability upon the basis of such telephonic notice believed by the Administrative Agent in good faith to be made as part from a Responsible Officer of the relevant requested BorrowingLead Borrower.

Appears in 1 contract

Samples: Credit Agreement (TPC Group LLC)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Eurodollar Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Eurodollar Rate Loans (or one Business Day in the case of any Borrowing of LIBO Eurodollar Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on one Business Day prior to the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Eurodollar Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them approved by each Lender 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to approved by each of the appropriate Lenders. 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 LIBO Eurodollar Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section 2.03 or (y) in the case of any Eurodollar Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section 2.03.

Appears in 1 contract

Samples: Term Loan Agreement (Concrete Pumping Holdings, Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Company to the Administrative AgentAgent (provided that, subject to Section 2.16, notices in respect of borrowings to be made on the Closing Date may be conditioned on the closing of the Transactions and any borrowing in connection with any acquisition, Investment or repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, Investment or repayment, redemption or refinancing of Indebtedness). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans or conversion to ABR Loans (or 11:00 a.m. one Business Day prior in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is shall be reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Company wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. 11:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Company whether or not the requested Interest Period is available has been consented to by all the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to any requested LIBO Rate Borrowinga Borrowing by the Company pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) Company. Each such written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Victoria's Secret & Co.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Company to the Administrative AgentAgent (provided that, subject to ‎Section 2.16, notices in respect of borrowings to be made on the Closing Date may be conditioned on the closing of the Transactions and any borrowing in connection with any acquisition, Investment or repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, Investment or repayment, redemption or refinancing of Indebtedness). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans or conversion to ABR Loans (or 11:00 a.m. one Business Day prior in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is shall be reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Company wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. 11:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Company whether or not the requested Interest Period is available has been consented to by all the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to any requested LIBO Rate Borrowinga Borrowing by the Company pursuant to this ‎Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) Company. Each such written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with ‎Section 2.02:

Appears in 1 contract

Samples: First Lien Credit Agreement (Victoria's Secret & Co.)

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 Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 12:00 p.m., Local Time, (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Initial Term Loans to be made on the Closing Date) and ), (ii) 11:00 a.m. 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 Loans (including Swingline Loans) denominated in an Alternative Currency (or, in each casethe case of clause (iii), such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four 12:00 p.m., Local Time, one Business Days Day prior to the requested date of the relevant Borrowing (or for such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuationcontinuation required pursuant to clause (i) or (iii) above, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. three 10:00 a.m. on the next Business Days before the requested date of the relevant Borrowing, conversion or continuationDay, the Administrative Agent shall notify the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to has been consented by all the appropriate Lenders. If no election as Lenders (it being acknowledged and agreed that the failure of any Lender to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified with respect respond to any requested LIBO Rate Borrowing, then such request within the relevant Borrower time period provided by clause (or the Top Borrower on behalf of the relevant BorrowerA) above shall be deemed to have selected an Interest Period be a rejection by such Lender of one month’s durationsuch request). The 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 shall advise each Lender in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the details applicable Borrower. Each such telephonic and amount of any Loan to be made as part of written Borrowing Request shall specify the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Indivior PLC)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 1:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

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

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that, subject to Section 2.16, notices in respect of Borrowings to be made in connection with any acquisition, Investment or irrevocable repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, Investment or irrevocable repayment, redemption or refinancing of Indebtedness). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans or conversion to ABR Loans (or 11:00 a.m. one Business Day prior in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is shall be reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. 11:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available has been consented to by all the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to any requested LIBO Rate Borrowinga Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Reynolds Group Holdings LTD)

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Requests for Borrowings. (a) Each Term Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, other and each continuation of LIBO Adjusted Eurocurrency Rate Loans or Adjusted Term SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice is irrevocable and must be in in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion Borrowing or continuation of LIBO Adjusted Eurocurrency Rate Loans (or one Business Day in the case of any Term Borrowing of LIBO that is an Adjusted Eurocurrency Rate Loans Borrowing to be made on the Closing Date) and or any conversion of ABR Loans to Adjusted Eurocurrency Rate Loans, (ii) 11:00 a.m. on 1:00 p.m. three U.S. Government Securities Business Days prior to the requested day of any Borrowing or continuation of Adjusted Term SOFR Loans or any conversion of ABR Loans to Adjusted Term SOFR Loans and (iii) 2:00 p.m. one Business Day prior to the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Adjusted Eurocurrency Rate Loans or Adjusted Term SOFR Loans having an Interest Period of other than one, twoone (1), three (3) or six (6) months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four (4) Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 1 contract

Samples: First Lien Credit Agreement (Waystar Holding Corp.)

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 1:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

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

Requests for Borrowings. Each To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be request either in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed writing by delivery of a written an irrevocable Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent Request (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than signed by a Responsible Officer of the Borrower (ia) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of a LIBO Rate Loans Borrowing, not later than 12:00 noon, three Business Days (or, in the case of a LIBO Rate Borrowing to be made on the Closing Date, one Business Day) and before the date of the proposed Borrowing or (iib) 11:00 a.m. in the case of an ABR Borrowing, not later than 12:00 noon, on the requested date of any the proposed Borrowing of ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 12:00 noon four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not them. Not later than 12:00 p.m. 10:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available has been consented to the by all appropriate Lenders. If no election as to Each such written Borrowing Request shall specify the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.01:

Appears in 1 contract

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

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate RateTerm SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that, subject to Section 2.16, notices in respect of Borrowings (x) to be made on the Closing Date may be conditioned on the completion of the IPO and (y) to be made in connection with any acquisition, Investment or irrevocable repayment, redemption or refinancing of Indebtedness may be conditioned on the closing of such acquisition, Investment or irrevocable repayment, redemption or refinancing of Indebtedness). Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate RateTerm SOFR Loans or conversion to ABR Loans (or 11:00 a.m. one Business Day prior in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is shall be reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate RateTerm 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing such Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. 11:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available has been consented to by all the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to any requested LIBO Rate Borrowinga Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Reynolds Consumer Products Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in in the form of a written Borrowing Requestrequest by telephone, appropriately completed and signed by a Responsible Officer of the relevant Borrower (email or the Top Borrower on behalf of the relevant Borrower) facsimile request or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) Request not later than (ia) 1:00 p.m. 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 Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and Eurodollar Borrowings, or (iib) 11:00 a.m. New York time on the requested date of any Borrowing same Business Day, in the case of ABR Loans (orBorrowings. Each such telephonic, in each case, such later time as is acceptable email or facsimile request not evidenced by delivery of a written Borrowing Request shall be irrevocable and shall be confirmed promptly by hand delivery or telecopy to the Administrative Agent); providedAgent of a written Borrowing Request in the form attached hereto as Exhibit E. Each such telephonic, howeveremail, that if facsimile or written Borrowing Request shall specify the relevant Borrower (or following information in compliance with Section 2.02: the Top Borrower on behalf aggregate amount of the relevant Borrower) wishes to request LIBO Rate Loans having an requested Borrowing; the date of such Borrowing, which shall be a Business Day; in the case of Eurodollar Borrowings, the initial Interest Period of other than oneto be applicable to such Borrowing, two, three or six months in duration as provided in which shall be a period contemplated by the definition of the term “Interest Period,” (A) ”; the applicable notice from the relevant Borrower (or the Top Borrower on behalf amount of the relevant Borrower) must be received by then effective Borrowing Base, the Administrative Agent not later than 1:00 p.m. four Business Days prior current Revolving Credit Exposures (without regard to the requested date Borrowing) and the pro forma Revolving Credit Exposures (giving effect to the requested Borrowing); and the location and number of the relevant Borrowing (or such later time as is acceptable Borrower’s account to which funds are to be disbursed, which shall comply with the Administrative Agent)requirements of Section 2.05. In the case of Eurodollar Borrowings, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If if no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (Sanchez Production Partners LP)

Requests for Borrowings. Each BorrowingBorrowing in respect of the 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 2:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one two Business Day Days in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and or (ii) 11:00 a.m. by 12:00 p.m. (Noon) on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four (4) Business Days prior to the requested date of the relevant such Borrowing (or such later time as is shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. (Noon) three (3) Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to a Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request or such other form as may be approved by the Administrative Agent (including any requested LIBO Rate Borrowingform on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such telephonic and written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Security Agreement (Hayward Holdings, Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 10:00 a.m. on one Business Day prior to the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Loans having an Interest Period of other than one, two, three or six months (or, to the extent available to all relevant affected Lenders, 12 months) in duration or such shorter period as provided in the definition of “Interest Period,” ”, (A) the applicable notice from the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether request, (B) the relevant requested Interest Period is shall be deemed to be available to them 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 (BC) 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Sovos Brands, Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans Borrowing shall occur on written or from one Type telephonic request to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice Agent from a person believed by the relevant Borrower (Agent to be an officer of or other authorized representative for the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of A request for a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)i) not later than (i) 1:00 p.m. three Business Days prior 11:00 a.m. on the day that such Borrowing is to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day be made in the case of any a Borrowing of LIBO that is to bear interest initially at the Floating Rate Loans to be made on the Closing Date) and or (ii) not later than 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in Dollars that is to bear interest initially (in whole or in part) at a LIBO Rate, (y) 4:00 P.M. (London time) on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in any Committed Currency. Each Revolving Borrowing denominated in any Committed Currency shall bear interest at a LIBO Rate. Each Borrowing must be in an amount not less than the Revolving Borrowing Minimum or a multiple thereof and shall consist of Revolving Advances in the same currency made on the same day by the Banks ratably according to their respective Commitments. Each such notice of a Revolving Borrowing shall specify the requested (i) date of the relevant such Revolving Borrowing, conversion or continuation(ii) whether the Advances comprising such Revolving Borrowing are to be LIBO Rate Advances, (iii) aggregate amount of such Revolving Borrowing, and (iv) in the case of a Revolving Borrowing consisting of LIBO Rate Advances, initial Interest Period and currency for each such Revolving Advance. Upon receipt of any such request, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf Banks of the relevant Borrower) whether intended Borrowing no later than 12:00 noon on the date such request for such Borrowing is received by the Agent. At or not before 2:00 p.m. on the date the requested Interest Period Borrowing is to be made, in the case of a Revolving Borrowing consisting of Revolving Advances denominated in Dollars, and before 11:00 A.M. (London time) on the date of such Revolving Borrowing, in the case of a Revolving Borrowing consisting of Revolving Advances denominated in any Committed Currency, each Bank shall remit its Percentage of the requested Borrowing to the 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 a LIBO Rate shall also be subject to all conditions set forth in Section 5.2 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 appropriate LendersAgent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent on the date of such Borrowing in accordance with this Section 6.1 and the Agent may, in reliance upon such assumption, make available to the Borrower on such date a corresponding amount. If no election as and to the Type 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 Revolving Advances comprising such Borrowing is specifiedand (ii) in the case of such Bank, then (A) the requested Borrowing shall be an ABR BorrowingFederal Funds Rate, in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in Committed Currencies. If no Interest Period is specified with respect such Bank shall repay to any requested LIBO Rate Borrowingthe Agent such corresponding amount, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) such amount so repaid shall be deemed to have selected an Interest Period of one monthconstitute such Bank’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made Revolving Advance as part of the relevant requested Borrowingsuch Borrowing for purposes of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (3m Co)

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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 notices in respect of Term Loan Borrowings and/or 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 in the form of a written Borrowing Request or an Interest Election Request, as applicable, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax delivery or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 11:00 a.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date or the First Amendment Effective Date) and ), (ii) 11:00 a.m. one Business Day prior to the requested date of any Borrowing of ABR Loan (other than a Swingline Loan), (iii) 10:00 a.m. on the requested date of any Borrowing of any Swingline Loan and (iv) 11:00 a.m. one Business Day prior to the requested date of any conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Credit Agreement (Olaplex Holdings, 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

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

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice (a) The Borrower may request a Borrowing by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to giving the Administrative Agent. Each such notice must be in in the form of Agent a written Borrowing Request, appropriately completed and signed by giving each Lender a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Requestcopy thereof, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not no later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Eurodollar Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (oror Conversion into or Continuation as Eurodollar Rate Loans, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of such funding, Conversion, or Continuation, which shall be a Business Day, and (ii) in the relevant 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 such a Lender later time as is than 12:00 p.m. New York time, shall 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 Administrative Agent), conversion or continuation, whereupon shall be signed by an Authorized Officer and shall be effective upon receipt by the Administrative Agent shall give prompt notice and each of the Lenders. Subject to Section 3.03(c) of this Agreement, unless the Administrative Agent has received a written Notice of Declining Lender from one or more Lenders prior to 5:00 p.m., New York time, one (1) Business Day prior to the appropriate Administrative Agent's receipt of any Borrowing Request (in which event the provisions of Section 3.11 of this Agreement shall be 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 immediately available funds, an amount equal to such Lender's Pro Rata Share of such request Revolving Loan, multiplied by the amount of such Revolving Loan. After the Administrative Agent's receipt of such funds and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before the requested date upon fulfillment of the relevant Borrowing, conversion or continuationall applicable conditions precedent in Article VI hereof, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is will make such funds available to the appropriate Lenders. If Borrower, no election as later than close of business on that same Business Day, by crediting the amount of such Borrowing 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 LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf account of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Borrower more fully described in Schedule 3.03 hereto (in which the Collateral Agent shall advise each Lender of the details and amount of any Loan have been granted a first priority (subject to be made as part of the relevant requested BorrowingPermitted Liens) perfected security interest).

Appears in 1 contract

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

Requests for Borrowings. Each Borrowing, each conversion of Revolving Loans or from one Type to the other, and each continuation of LIBO Rate Revolving Loans or CDOR Rate Revolving Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant BorrowerRepresentative) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 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 one Business Day in the case of any Borrowing of LIBO Rate Revolving Loans to be made on the Closing Date), (ii) 10:00 a.m. three Business Days prior to the requested day of any Borrowing of, conversion to or continuation of CDOR Rate Revolving Loans (or one Business Day in the case of any Borrowing of CDOR Rate Revolving Loans to be made on the Closing Date) and (iiiii) 11:00 10:00 a.m. on the requested date of any Borrowing of ABR or conversion to Alternate Base Rate Revolving Loans or Canadian Prime Rate Revolving Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative wishes to request LIBO Rate Revolving Loans or CDOR Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative must be received by the Administrative Agent not later than 1:00 12:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative 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 BorrowingAlternate Base Rate Borrowing (if denominated in US Dollars) or a Canadian Prime Rate Borrowing (if denominated in Canadian Dollars). If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or CDOR Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) Representative shall be deemed to have selected an Interest Period of one month’s duration. If no currency is specified with respect to any Borrowing, then any applicable US Borrower shall be deemed to have requested a Borrowing in US Dollars and any applicable Canadian Borrower shall be deemed to have requested a Borrowing in Canadian Dollars. The Administrative Agent shall advise each Lender of the details and amount of any Revolving Loan to be made as part of the relevant requested Borrowing (x) in the case of any Alternate Base Rate Borrowing or Canadian Prime Rate Borrowing, on the same Business Day of receipt of a Borrowing Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing or CDOR Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Credit Agreement (iFit Health & Fitness Inc)

Requests for Borrowings. Each Borrowing, each conversion of Loans Borrowing shall occur on written or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower telephonic request (or the Top 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 in the form of A request for a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior P.M. on the day that such Borrowing is to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day be made in the case of any a Borrowing of LIBO Rate Loans that is to be made on bear interest initially at the Closing Date) and Floating Rate, (ii) 11:00 a.m. A.M. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in Dollars that is to bear interest initially at the Adjusted Term SOFR Rate, or (iii) 2:00 P.M. on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in the Committed Currency. Each Borrowing denominated in the Committed Currency shall bear interest at the EURIBO Rate. Each Borrowing must be 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 Banks ratably according to their respective Commitments. Each such notice of a Borrowing shall specify (i) the requested date of the relevant such Borrowing, conversion or continuation(ii) whether the Advances comprising such Borrowing are to be Term Benchmark Advances, (iii) the aggregate amount of such Borrowing, and (iv) in the case of a Borrowing consisting of Term Benchmark Advances, the Administrative initial Interest Period and currency for each such Advance. Upon receipt of any such request, the Agent shall notify the relevant Borrower (or the Top Borrower on behalf Banks of the relevant Borrower) whether intended Borrowing no later than 2:00 P.M. on the date such request for such Borrowing is received by the Agent. At or not before 3:00 P.M. on the date the requested Interest Period 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 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 appropriate LendersAgent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent 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. If no election as and to the Type 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 is specifiedand (ii) in the case of such Bank, then (A) the requested Borrowing shall be an ABR BorrowingNYFRB Rate, in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in the Committed Currency. If no Interest Period is specified with respect such Bank shall repay to any requested LIBO Rate Borrowingthe Agent such corresponding amount, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) such amount so repaid shall be deemed to have selected an Interest Period of one monthconstitute such Bank’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made Advance as part of the relevant requested Borrowingsuch Borrowing for purposes of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (3m Co)

Requests for Borrowings. Each To request a Revolving Borrowing or a Term Loan Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by 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 Top Borrower on behalf request is delivered in London, 11:00 a.m., London time), three Business Days before the date of the relevant proposed Borrowing or (b) in the case of an ABR Borrowing, not later than 11:00 a.m., New York City time, one 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 Administrative Agent of a written Borrowing Request in a form approved by the 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 Parent Borrower by prior written notice to the Administrative Agent. Each such notice must telephonic and written Borrowing Request shall specify the following information in compliance with Section 2.2: (i) the Borrower requesting such Borrowing (and be in 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 form case of a written Borrowing RequestEurocurrency Borrowing, appropriately completed the initial Interest Period to be applicable thereto; (vi) the location and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf 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) or by telephone the currency of such Borrowing (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must which shall be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day 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 Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on such notice, then the requested date of any Borrowing of ABR Loans (or, shall be denominated in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate LendersDollars. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR BorrowingBorrowing 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 LIBO Rate Eurocurrency Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant requested Borrowing.

Appears in 1 contract

Samples: Credit Agreement (SPX Corp)

Requests for Borrowings. Each Loan Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Loan Borrowings (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 in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Assignment and Assumption (Shift4 Payments, 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 Table of Contents 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 in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any BorrowingBorrowing of, conversion to or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section. Section 2.04. [Reserved].

Appears in 1 contract

Samples: First Lien Credit Agreement (Shift4 Payments, Inc.)

Requests for Borrowings. Each To request a Borrowing, each a conversion of Loans or from one Type to the other, and each other or a continuation of LIBO Rate Loans Eurocurrency Loans, the 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 Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of the relevant Borrower (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 Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and . Each such Borrowing Request must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than noon (i) 1:00 p.m. three Business Days prior to the requested day date of any BorrowingBorrowing of, conversion to or continuation of LIBO Eurocurrency Loans denominated in Dollars or of any conversion of Eurocurrency Loans denominated in Dollars to Base Rate Loans Loans, (ii) four Business Days (or one five Business Day Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or continuation of LIBO Rate Eurocurrency Loans to be made on the Closing Date) denominated in Alternative Currencies, and (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent)Base Rate Loans; provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. noon (i) four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuationcontinuation of Eurocurrency Loans denominated in Dollars, or (ii) five Business Days (or six Business days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans denominated in Alternative Currencies, whereupon the Administrative Agent shall give prompt notice to the appropriate applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. Not later than 12:00 p.m. 11:00 a.m., (i) three Business Days before the requested date of the relevant such Borrowing, conversion or continuationcontinuation of Eurocurrency Loans denominated in Dollars, or (ii) four Business Days (or five Business days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans denominated in Alternative Currencies, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the appropriate applicable Lenders. If no election as to Each Borrowing Request shall specify the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

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

Requests for Borrowings. (a) Each Term Borrowing, each Revolving Loan Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, other and each continuation of LIBO Adjusted Eurocurrency Rate Loans or Adjusted Term SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice is irrevocable and must be in in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion Borrowing or continuation of LIBO Adjusted Eurocurrency Rate Loans (or one Business Day in the case of any Term Borrowing of LIBO that is an Adjusted Eurocurrency Rate Loans Borrowing to be made on the Closing Date) and or any conversion of ABR Loans to Adjusted Eurocurrency Rate Loans and, (ii) 11:00 a.m. on 1:00 p.m. three U.S. Government Securities Business Days prior to the requested day of any Borrowing or continuation of Adjusted Term SOFR Loans or any conversion of ABR Loans to Adjusted Term SOFR Loans and (iii) 2:00 p.m. one Business Day prior to the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Adjusted Eurocurrency Rate Loans or Adjusted Term SOFR Loans having an Interest Period of other than oneone (1), twotwo (2), three (3) or six (6) months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four (4) Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 1 contract

Samples: First Lien Credit Agreement (Waystar Holding Corp.)

Requests for Borrowings. Each To request a Borrowing, each conversion the Borrower shall notify the Administrative Agent of Loans or from one Type to such request by submitting a Borrowing Request (a) in the othercase of a EurodollarTerm Benchmark Borrowing, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by not later than 1:00 p.m., New York City time, three (3) U.S. Government Securities Business Days before the relevant Borrower (or the Top Borrower on behalf date of the relevant Borrowerproposed Borrowing or (b) in the case of an ABR Borrowing, not later than 1:00 p.m., New York City time, on the date of the proposed Borrowing; provided that any such notice of an ABR Revolving Borrowing to finance the Administrative Agentreimbursement of an LC Disbursement as contemplated by Section 2.06(e) may be given not later than 1:00 p.m., New York City time, on the date of the proposed Borrowing. Each such notice must Borrowing Request shall be in in the form of a written Borrowing Request, appropriately completed irrevocable and shall be signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a Officer. Each such written Borrowing Request, appropriately completed and signed by a Responsible Officer of Request shall specify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than following information in compliance with Section 2.02: (i) 1:00 p.m. three Business Days prior to the aggregate principal 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 Loans a EurodollarTerm Benchmark Borrowing and whether such Borrowing is a Revolving Borrowing or a Term A-3 Borrowing; (or one Business Day iv) in the case of any Borrowing of LIBO Rate Loans a EurodollarTerm Benchmark Borrowing, the initial Interest Period to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (orapplicable thereto, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Loans having an Interest Period of other than one, two, three or six months in duration as provided in which shall be a period contemplated by the definition of the term “Interest Period,” ”; and (Av) the applicable notice from the relevant Borrower (or the Top Borrower on behalf location and number of the relevant Borrower) must ’s account to which funds are to be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lendersdisbursed. 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 LIBO Rate EurodollarTerm Benchmark Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Xxxxxx’s Loan to be made as part of the relevant requested Borrowing. SECTION 2.04.

Appears in 1 contract

Samples: Credit Agreement (Ugi Corp /Pa/)

Requests for Borrowings. Each To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Applicable Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by notify the Administrative Agent of such request (a) by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day 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 (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, (b) by telephonic notice in the case of a Eurocurrency Borrowing of Revolving Loans (x) 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 and (iiy) denominated in an Agreed Currency other than Dollars, not later than 11:00 a.m. on a.m., New York City time, four (4) Business Days before the requested date of any the proposed Borrowing of ABR Loans (or, in each case, with respect to Borrowings to be made on the Amendment No. 5 Effective Date, such later shorter time as is acceptable 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 irrevocable and shall be confirmed promptly by email to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf Agent of the relevant Borrower) wishes to request LIBO Rate Loans having an Interest Period 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received a form approved by the Administrative Agent not later than 1:00 p.m. four Business Days prior 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 requested date 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 relevant Borrowing (or such later time as is acceptable to Borrowings has been initiated by the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of and such request and determine whether the requested Interest Period is available to them and (B) not Borrowing Request may be provided no later than 12:00 p.m. three 2:00 pm, New York City Time, on the Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available Day prior to the appropriate Lenders. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR such Borrowing. If no Interest Period is specified Each telephonic and written Borrowing Request shall specify the following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

Requests for Borrowings. Each Borrowing, each conversion of Loans Borrowing shall occur on written or from one Type telephonic request (confirmed immediately in writing by delivering to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant BorrowerAgent a Borrowing Request) 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 in the form of A request for a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior P.M. on the day that such Borrowing is to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day be made in the case of any a Borrowing of LIBO Rate Loans that is to be made on bear interest initially at the Closing Date) and Floating Rate, or (ii) 11:00 a.m. A.M. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing that is to bear interest initially at the Adjusted Term SOFR Rate. Each Borrowing must be in an amount not less than the Borrowing Minimum or a multiple thereof and shall be made by the Appropriate Banks ratably according to their Appropriate Commitments. Each Borrowing Request shall specify (i) the requested date of the relevant such Borrowing, conversion or continuation(ii) the Facility under which such Borrowing is being requested, (iii) whether the Advances comprising such Borrowing are to be Term Benchmark Advances, (iv) the aggregate amount of such Borrowing, and (v) in the case of a Borrowing consisting of Term Benchmark Advances, the Administrative initial Interest Period for each such Advance. Upon receipt of any such Borrowing Request, the Agent shall notify the relevant Borrower (or the Top Borrower on behalf Appropriate Banks of the relevant Borrower) whether intended Borrowing on the date such Borrowing Request is received by the Agent. At or not before 3:00 P.M. on the date the requested Interest Period Borrowing is to be made, each Appropriate Bank shall remit its Percentage of the requested Borrowing to the 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 appropriate LendersAgent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent 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. If no election as and to the Type 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 is specifiedand (ii) in the case of such Bank, then the requested Borrowing shall be an ABR BorrowingOvernight Bank Funding Rate, plus any administrative, processing or similar fees customarily charged by the Agent in connection with the foregoing. If no Interest Period is specified such Bank shall repay to the Agent such corresponding amount, such amount so repaid shall constitute such Bank’s Appropriate Advance as part of such Borrowing for purposes of this Agreement. A notice of the Agent to any Bank or the Borrower with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) amount owing under this paragraph 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 Borrowingconclusive, absent manifest error.

Appears in 1 contract

Samples: Term Loan Agreement (Solventum 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 Loans or Term SOFR Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings and/or Revolving Loan Borrowing (x) to be made on the Closing Date may be conditioned on the Closing Date 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly immediately confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three 11:00 a.m. threetwo (2) Business Days prior to the requested day of any Borrowing, conversion to or continuation of LIBO Rate RateTerm SOFR Loans denominated in Dollars (or one Business Day in the case of any Borrowing of LIBO Rate Initial Term Loans in Dollars to be made on the Closing Date or two Business Days in the case of any Borrowing of LIBO Rate Revolving Loans to be made on the Closing Date), (ii) 11:00 a.m. four (4) Business Days prior to the requested day of any Borrowing, conversion to or continuation of LIBO Rate Loans or RFR Loans denominated in a Revolving Alternative Currency and (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Loans or 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. four (4) Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 promptly notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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 (x) with respect to a Loan in Dollars, an ABR Loan, (y) with respect to a Loan in any RevolverRevolving Alternative Currency other than British Pounds Sterling, a LIBORelevant Rate Loan Borrowing or LIBO Rate Borrowing, as applicable, with a one month Interest Period and (z) with respect to a Loan in British Pounds Sterling, aan RFR Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or Relevant Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. If no election as to the currency of the requested Borrowing is specified, then the Borrower shall be deemed to have selected a Borrowing in Dollars. 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, Term SOFR Borrowing or RFR Loan, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section 2.03.

Appears in 1 contract

Samples: Credit Agreement (CCC Intelligent Solutions Holdings Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Eurodollar Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Eurodollar Rate Loans (or one Business Day in the case of any Borrowing of LIBO Eurodollar Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on one Business Day prior to the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Eurodollar Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them approved by each Lender 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to approved by each of the appropriate Lenders. 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 LIBO Eurodollar Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section 2.03 or (y) in the case of any Eurodollar Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section 2.03.

Appears in 1 contract

Samples: Term Loan Agreement (Daseke, 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than 11:00 a.m. (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and or (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (other than Swingline Loans) (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. 10:00 a.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to any requested LIBO Rate Borrowinga Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request, then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such telephonic and written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.following information in compliance with Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Hillman Companies Inc)

Requests for Borrowings. (a) Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the other, and each continuation of LIBO Adjusted Eurocurrency Rate Loans shall be made upon irrevocable written notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent by delivery of a Borrowing Request (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 in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 2:00 p.m. three Business Days prior to the requested day date of any Borrowing, conversion Borrowing of or continuation of LIBO Adjusted Eurocurrency Rate Loans (or one Business Day in the case of any Adjusted Eurocurrency Rate Borrowing of LIBO Rate Loans to be made on the Closing Date) or any conversion of ABR Loans to Adjusted Eurocurrency Rate Loans and (ii) 11:00 a.m. on 2:00 p.m. one Business Day prior to the requested date of any Borrowing of for or conversion to ABR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); providedprovided that, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Adjusted Eurocurrency Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to and has been approved by the appropriate Lenders. 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 LIBO Rate Borrowing, then the relevant Borrower Lenders (or the Top Borrower on behalf of the relevant 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 such approval not to be made as part of the relevant requested Borrowingunreasonably withheld or delayed).

Appears in 1 contract

Samples: Term Loan Credit Agreement (Leslie's, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower Representative shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be request in in the form of a written Borrowing Request, appropriately completed and Request signed by a Responsible Officer of the relevant Borrower Representative and delivered by electronic mail or facsimile (or the Top Borrower on behalf of the relevant Borrowera) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (ora Eurodollar Borrowing, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)10:00 a.m., conversion or continuationDenver, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. Colorado time, three Business Days before the requested date of the relevant proposed Borrowing; or (b) in the case of a Base Rate Borrowing, conversion not later than 10:00 a.m., Denver, Colorado time, on the date of the proposed Borrowing. Each Borrowing Request shall be irrevocable and shall specify the following information in compliance with Section 2.01: (i) the name of the applicable Borrower; (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 a Base Rate Borrowing or continuationa Eurodollar Borrowing; and (v) in the case of a Eurodollar Borrowing, the Administrative Agent initial Interest Period to be applicable thereto and the last day of such Interest Period, which shall notify be a period contemplated by the relevant Borrower (or the Top Borrower on behalf definition of the relevant Borrower) whether or not the requested term “Interest Period is available to the appropriate LendersPeriod”. If no election as to the Type of Revolving Borrowing is specified, then the requested Revolving Borrowing shall be an ABR a Base Rate Borrowing. If no Interest Period is specified with respect to any requested LIBO Rate Eurodollar Revolving Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerapplicable Borrower(s) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant requested Borrowing. SECTION 2.04. [Reserved]. SECTION 2.05.

Appears in 1 contract

Samples: Credit Agreement (Pilgrims Pride Corp)

Requests for Borrowings. (a) Each Revolving Loan Borrowing, each conversion of Revolving Loans or from one Type to the other, and each continuation of LIBO BSBY Rate Loans shall be made upon irrevocable notice by the relevant Lead Borrower (or the Top 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 promptly confirmed in writing by delivery to the Administrative Agent of a Loan Notice (provided that notices in respect of any Revolving Loan Borrowing (x) to be made in connection with the Mergers on the Closing Date, may be conditioned on the closing of the Transactions, subject to delivery by the Borrower of a funding indemnity letter, and (y) to be made in connection with any acquisition, investment or irrevocable repayment or redemption of Indebtedness or other transactions or events, in each case, may be conditioned on the closing, of such Permitted Acquisition, permitted Investment or permitted irrevocable repayment or redemption of Indebtedness, consummation of such transaction or occurrence of such events, in each case subject to Section 2.16). Each such notice must be in in the form of a written Borrowing RequestLoan Notice, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Lead Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing RequestLoan Notice, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Lead Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 p.m. three two (2) Business Days prior to the requested day date of any Borrowing, conversion Borrowing of or continuation of LIBO BSBY Rate Loans (or one Business Day in the case of any BSBY Rate Borrowing of LIBO Rate Loans to be made on the Closing Date) or any conversion of Base Rate Loans to BSBY Rate Loans, and (ii) 11:00 a.m. on 1:00 p.m. one Business Day prior to the requested date of any Borrowing of ABR or conversion to Base Rate Loans (other than Swingline Loans), (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 1 contract

Samples: Credit Agreement (BigBear.ai Holdings, Inc.)

Requests for Borrowings. Each To request a Borrowing, each conversion the Borrower shall notify the Administrative Agent of Loans such request by telephone (a) in the case of a Eurodollar Borrowing, not later than 11:00 a.m., New York City timeLocal Time, three Business Days (in the case of a Eurodollar Borrowing denominated in dollars) or from four Business Days (in the case of a Eurodollar Borrowing denominated in a Foreign Currency), 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 2.06(e) may be given not later than 10:00 a.m., New York City time, on the date of the proposed Borrowing, and each continuation any notice of LIBO Rate Loans a Swingline Loan Borrowing shall be made upon in accordance with Section 2.05(b). Each such telephonic Borrowing Request shall be irrevocable notice and shall be confirmed promptly by the relevant Borrower (hand delivery or the Top Borrower on behalf of the relevant Borrower) telecopy to the Administrative Agent. Each such notice must be in in the form Agent of a written Borrowing Request, appropriately completed Request and signed by a Responsible an Authorized Officer of the relevant Borrower (or Borrower. Each such telephonic and written Borrowing Request shall specify the Top Borrower on behalf following information in compliance with Section 2.02: the aggregate amount of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion and whether such Borrowing is a Revolving Borrowing or continuation a Term Loan Borrowing; the date of LIBO Rate Loans (such Borrowing, which shall be a Business Day; ny-11773361177179 whether such Borrowing is to be an ABR Borrowing or one Business Day a Eurodollar Borrowing; in the case of any Borrowing of LIBO Rate Loans a Eurodollar Borrowing, the Agreed Currency and the initial Interest Period to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (orapplicable thereto, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Loans having an Interest Period of other than one, two, three or six months in duration as provided in which shall be a period contemplated by the definition of the term “Interest Period,” (A) ”; and the applicable notice from location and account number to which funds are to be disbursed, which shall comply with the relevant Borrower (or the Top Borrower on behalf requirements of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate LendersSection 2.07. If no election as to the Type of Borrowing is specified, then 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 LIBO Rate Eurodollar Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The 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 any such Lender’s Loan to be made as part of the relevant 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 or from one Type to the other, and each other or a continuation of LIBO Rate Loans Eurocurrency Loans, the 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 Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of the relevant Borrower (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 Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and . Each such Borrowing Request must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than Noon (i) 1:00 p.m. 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 Eurocurrency Loans (or one Business Day in the case of any Borrowing conversion of LIBO Rate Eurocurrency Loans to be made on the Closing Date) Base Rate Loans, and (ii) 11:00 a.m. on the requested date of any Borrowing the borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent)Base Rate Loans; provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. noon four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)borrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, whereupon the Administrative Agent shall give prompt notice to the appropriate applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. Not later than 12:00 p.m. 11:00 a.m., three Business Days before the requested date of the relevant Borrowingsuch borrowing of Eurocurrency Loans, conversion or continuationcontinuation of Eurocurrency Loans, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the appropriate applicable Lenders. If no election as to Each Borrowing Request shall specify the Type of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

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

Requests for Borrowings. Each To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Applicable Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by notify the Administrative Agent of such request (a) by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day 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 (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) and or (iib) by telephonic notice in the case of an ABR Borrowing, not later than 11:00 a.m. on a.m., New York City time, one (1) Business Day before the requested date of any the proposed Borrowing. Each such telephonic Borrowing of ABR Loans (or, in each case, such later time as is acceptable Request shall be irrevocable and shall be confirmed promptly by email to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf Agent of the relevant Borrower) wishes to request LIBO Rate Loans having an Interest Period 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received a form approved by the Administrative Agent not later than 1:00 p.m. four Business Days prior 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, 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 Request may be provided by the Borrower on a conditional basis (provided that (1) to the requested date 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 2.13 for the losses, costs or expenses related thereto and (2) any such Borrowing Request shall be irrevocable once funding of the relevant Borrowing (or such later time as is acceptable to Borrowings has been initiated by the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of and such request and determine whether the requested Interest Period is available to them and (B) not Borrowing Request may be provided no later than 12:00 p.m. three 2:00 pm, New York City Time, on the Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available Day prior to the appropriate Lenders. If no election as to the Type of Borrowing is specified, then the requested Borrowing shall be an ABR such Borrowing. If no Interest Period is specified Each telephonic and written Borrowing Request shall specify the following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

Samples: Credit Agreement (Horizon Pharma PLC)

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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative AgentAgent (provided that notices in respect of Term Loan Borrowings and/or 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 11:00 a.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans in Dollars to be made on the Closing Date or the First Amendment Effective Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (other than Swingline Loans) (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. If no election as to the currency of the requested Borrowing is specified, then the Borrower shall be deemed to have selected a Borrowing in Dollars. 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

Samples: Credit Agreement (Dragoneer Growth Opportunities Corp.)

Requests for Borrowings. Each Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice (a) The Borrower may request a Borrowing by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to giving the Administrative Agent. Each such notice must be in in the form of Agent a written Borrowing Request, appropriately completed and signed by giving each Lender a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Requestcopy thereof, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not no later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Eurodollar Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (oror Conversion into or Continuation as Eurodollar Rate Loans, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of such funding, Conversion, or Continuation, which shall be a Business Day, and (ii) in the relevant 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 such a Lender later time as is than 12:00 p.m. New York time, shall 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 Administrative Agent), conversion or continuation, whereupon shall be signed by an Authorized Officer and shall be effective upon receipt by the Administrative Agent shall give prompt notice and each of the Lenders. Subject to Section 3.03(c) of this Agreement, unless the Administrative Agent has received a written Notice of Declining Lender from one or more Lenders prior to 5:00 p.m., New York time, one (1) Business Day prior to the appropriate Administrative Agent’s receipt of any Borrowing Request (in which event the provisions of Section 3.11 of this Agreement shall be 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 immediately available funds, an amount equal to such Lender’s Pro Rata Share of such request Revolving Loan, multiplied by the amount of such Revolving Loan. After the Administrative Agent’s receipt of such funds and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. three Business Days before the requested date upon fulfillment of the relevant Borrowing, conversion or continuationall applicable conditions precedent in Article VI hereof, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is will make such funds available to the appropriate Lenders. If Borrower, no election as later than close of business on that same Business Day, by crediting the amount of such Borrowing 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 LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf account of the relevant Borrower) shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Borrower more fully described in Schedule 3.03 hereto (in which the Collateral Agent shall advise each Lender of the details and amount of any Loan have been granted a first priority (subject to be made as part of the relevant requested BorrowingPermitted Liens) perfected security interest).

Appears in 1 contract

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

Requests for Borrowings. Each Term Loan Borrowing, each conversion of Term Loans or from one Type to the otheranother, and each continuation of LIBO Rate Loans or Term Benchmark Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and or Term Benchmark Loans, (ii) 11:00 a.m. 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 of RFR Loans (or, in each case, such later time as is reasonably acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing or Term Benchmark Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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 Request in accordance with this Section or (y) in the case of any LIBO Rate Borrowing, Term Benchmark Borrowing or RFR Borrowing, no later than one Business Day following receipt of a Borrowing Request in accordance with this Section.

Appears in 1 contract

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

Requests for Borrowings. Each To request a Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans Borrower shall be made upon irrevocable notice by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to notify the Administrative Agent. Each Agent of such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or request by telephone (and promptly confirmed by delivery a) in the case of a written Borrowing RequestTerm Benchmark Borrowing, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. 11:00 a.m., New York City time, three Business Days prior to before the requested day date of any Borrowingthe proposed Borrowing (or, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Term Benchmark Borrowing of LIBO Rate Loans to be made on the Closing ClosingFirst Amendment Effective Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later shorter period of time as is acceptable may be agreed to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion (b) (i) in the case of an ABR Term Borrowing, not later than 2:00 p.m., New York City time, one Business Day before the date of the proposed Borrowing and (ii) in the case of an ABR Revolving Borrowing, not later than 2:00 p.m., New York City time, on the date of the proposed Borrowing or continuation(c) in the case of a Borrowing of Swingline Loans, whereupon in accordance with Section 2.23. 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 signed by the Borrower substantially in the form of Exhibit T. Each such telephonic and written Borrowing Request shall give prompt notice to specify the appropriate Lenders following information: (i) the Class of such request and determine whether Borrowing; (ii) the requested Interest Period is available to them and aggregate amount of such Borrowing; (Biii) not later than 12:00 p.m. three Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent which shall notify the relevant Borrower be a Business Day; (or the Top Borrower on behalf of the relevant Borroweriv) whether or not the requested Interest Period is available to the appropriate Lenders. If no election as to the Type of such Borrowing is specified, then the requested Borrowing shall to be an ABR Borrowing or (except for Borrowings of Swingline Loans) a Term Benchmark Borrowing. If no ; (v) in the case of a Term Benchmark Borrowing, the initial Interest Period is specified with respect to any requested LIBO Rate Borrowingbe applicable thereto, then which shall be a period contemplated by the relevant Borrower (or the Top Borrower on behalf definition of the relevant Borrower) shall be deemed to have selected an term “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.Period”;

Appears in 1 contract

Samples: Credit Agreement (Virtu Financial, Inc.)

Requests for Borrowings. (a) Each Term Borrowing, each Revolving Borrowing, each conversion of Term Loans or Revolving Loans from one Type to the other, other and each continuation of LIBO Rate Adjusted Eurocurrency RateTerm SOFR Loans shall be made upon irrevocable notice by the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice is irrevocable and must be in in the form of a written Borrowing Request or Interest Election Request, as the case may be, appropriately completed and signed by a Responsible Officer of the relevant Parent Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request or Interest Election Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Parent Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three three11:00 a.m. two Business Days prior to the requested day of any Borrowing, conversion Borrowing or continuation of LIBO Rate Adjusted Eurocurrency RateTerm SOFR Loans (or one Business Day in the case of any Adjusted Eurocurrency RateTerm SOFR Borrowing of LIBO Rate Loans to be made on the Closing Date) or any conversion of ABR Loans to Adjusted Eurocurrency RateTerm SOFR Loans and (ii) 11:00 a.m. 12:00 p.m. on the requested date of any Borrowing of or conversion to ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant applicable Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate Adjusted Eurocurrency RateTerm 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 relevant Parent Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. p.m11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing Borrowing, conversion or continuation (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. p.m11:00 a.m. three Business Days before the requested date of the relevant Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Parent Borrower (or the Top Borrower on behalf of the relevant 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. If no Interest Period is specified with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.

Appears in 1 contract

Samples: Credit Agreement (Certara, Inc.)

Requests for Borrowings. Each Borrowing, each conversion of Loans Borrowing shall occur on written or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower telephonic request (or the Top 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 in the form of A request for a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 1:00 p.m. three Business Days prior P.M. on the day that such Borrowing is to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day be made in the case of any a Borrowing of LIBO Rate Loans that is to be made on bear interest initially at the Closing Date) and Floating Rate, (ii) 11:00 a.m. A.M. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in Dollars that is to bear interest initially at the Adjusted Term SOFR Rate, or (iii) 2:00 P.M. on the day three Business Days before the Business Day which is the first day of the applicable Interest Period for such Borrowing in the case of a Borrowing denominated in the Committed Currency. Each Borrowing denominated in the Committed Currency shall bear interest at the EURIBO Rate. Each Borrowing must be 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 Banks ratably according to their respective Commitments. Each such notice of a Borrowing shall specify (i) the requested date of the relevant such Borrowing, conversion or continuation(ii) whether the Advances comprising such Borrowing are to be Term Benchmark Advances, (iii) the aggregate amount of such Borrowing, and (iv) in the case of a Borrowing consisting of Term Benchmark Advances, the Administrative initial Interest Period and currency for each such Advance. Upon receipt of any such request, the Agent shall notify the relevant Borrower (or the Top Borrower on behalf Banks of the relevant Borrower) whether intended Borrowing on the date such request for such Borrowing is received by the Agent. At or not before 3:00 P.M. on the date the requested Interest Period 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 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 appropriate LendersAgent such Bank’s ratable portion of such Borrowing, the Agent may assume that such Bank has made such portion available to the Agent 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. If no election as and to the Type 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 is specifiedand (ii) in the case of such Bank, then (A) the requested Borrowing shall be an ABR BorrowingNYFRB Rate, in the case of Advances denominated in Dollars or (B) the cost of funds incurred by the Agent in respect of such amount in the case of Advances denominated in the Committed Currency. If no Interest Period is specified with respect such Bank shall repay to any requested LIBO Rate Borrowingthe Agent such corresponding amount, then the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) such amount so repaid shall be deemed to have selected an Interest Period of one monthconstitute such Bank’s duration. The Administrative Agent shall advise each Lender of the details and amount of any Loan to be made Advance as part of the relevant requested Borrowingsuch Borrowing for purposes of this Agreement.

Appears in 1 contract

Samples: Credit Agreement (Solventum Corp)

Requests for Borrowings. Each To request a Borrowing, each a conversion of Loans or from one Type to the other, and each other or a continuation of LIBO Rate Loans Eurocurrency Loans, the 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 Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be made upon irrevocable notice approved by the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request), appropriately completed and signed by a Responsible Officer of the relevant Borrower (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 Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery Administrative Agent of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and . Each such Borrowing Request must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than noon (i) 1:00 p.m. three Business Days prior to the requested day date of any BorrowingBorrowing of, conversion to or continuation of LIBO Eurocurrency Loans denominated in Dollars or of any conversion of Eurocurrency Loans denominated in Dollars to Base Rate Loans Loans, (ii) four Business Days (or one five Business Day Days in the case of a Special Notice Currency) prior to the requested date of any Borrowing or continuation of LIBO Rate Eurocurrency Loans to be made on the Closing Date) denominated in Alternative Currencies, and (iiiii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent)Base Rate Loans; provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. noon (i) four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent)Borrowing, conversion or continuationcontinuation of Eurocurrency Loans denominated in Dollars, or (ii) five Business Days (or six Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans denominated in Alternative Currencies, whereupon the Administrative Agent shall give prompt notice to the appropriate applicable Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not all of them. Not later than 12:00 p.m. 11:00 a.m., (i) three Business Days before the requested date of the relevant such Borrowing, conversion or continuationcontinuation of Eurocurrency Loans denominated in Dollars, or (ii) four Business Days (or five Business Days in the case of a Special Notice Currency) prior to the requested date of such Borrowing, conversion or continuation of Eurocurrency Loans denominated in Alternative Currencies, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerwhich notice may be by telephone) whether or not the requested Interest Period is available has been consented to by all the appropriate applicable Lenders. If no election as to Each Borrowing Request shall specify the Type following information in compliance with Section 2.02:(i) the aggregate amount of 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 relevant Borrower (conversion or the Top Borrower on behalf of the relevant 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.continuation;

Appears in 1 contract

Samples: Revolving Credit Agreement (Upjohn 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 Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top 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 in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) writing or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrowerin writing) and must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif.tiff”)) not later than (i) 1:00 2:00 p.m. three (3) Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one two Business Day Days in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and or (ii) by 11:00 a.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is shall be acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 2:00 p.m. four (4) Business Days prior to the requested date of the relevant such Borrowing (or such later time as is shall be reasonably acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available acceptable to them and (B) not later than 12:00 p.m. (Noon) three (3) Business Days before the requested date of the relevant such Borrowing, conversion or continuation, the Administrative Agent shall notify the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) whether or not the requested Interest Period is available to the appropriate Lenders. If no election as to the Type Each written notice (or confirmation of Borrowing is specified, then the requested Borrowing shall be an ABR Borrowing. If no Interest Period is specified telephonic notice) with respect to a Borrowing by the Borrower pursuant to this Section 2.03 shall be delivered to the Administrative Agent in the form of a written Borrowing Request or such other form as may be approved by the Administrative Agent (including any requested LIBO Rate Borrowingform on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), then the relevant Borrower (or the Top Borrower on behalf appropriately completed and signed by a Responsible Officer of the relevant Borrower) . Each such telephonic and written Borrowing Request shall be deemed to have selected an Interest Period of one month’s duration. The Administrative Agent shall advise each Lender of specify the details and amount of any Loan to be made as part of the relevant requested Borrowing.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 Revolving Facility Borrowing and/or a Term Borrowing, each conversion of Loans or from one Type to the other, and each continuation of LIBO Rate Loans shall be made upon irrevocable notice by the relevant Borrower (or the Top applicable Co-Borrower on behalf of the relevant Borrower) to the Administrative Agent. Each such notice must be in in the form of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) or by telephone (and promptly confirmed by delivery of a written Borrowing Request, appropriately completed and signed by a Responsible Officer of the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) and must be received by shall notify the Administrative Agent of such request in writing (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)a) not later than (i) 1:00 p.m. three Business Days prior to the requested day of any Borrowing, conversion or continuation of LIBO Rate Loans (or one Business Day in the case of any Borrowing of LIBO Rate Loans to be made on the Closing Date) and (ii) 11:00 a.m. on the requested date of any Borrowing of ABR Loans (ora SOFR Borrowing, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) wishes to request LIBO Rate 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 relevant Borrower (or the Top Borrower on behalf of the relevant Borrower) must be received by the Administrative Agent not later than 1:00 p.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), conversion or continuation, whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 12:00 p.m. noon, Local Time, three U.S. Government Securities Business Days before the requested date of the relevant proposed Borrowing or (b) in the case of an ABR Borrowing, conversion or continuationnot later than 10:00 a.m. Local Time, on the 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) to request a SOFR Borrowing on the Fifteenth 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 Day prior to the Fifteenth Incremental Assumption and Amendment Agreement Effective Date and (iii) to request an ABR Borrowing on the Fifteenth Incremental Assumption and Amendment Agreement Effective Date, the Borrower and/or the applicable Co-Borrower shall notify the relevant Borrower (or the Top Borrower on behalf Administrative Agent of the relevant Borrower) whether or not the requested Interest Period is available such request in writing no later than 12:00 noon, Local Time, one Business Day prior to the appropriate LendersFifteenth Incremental Assumption and Amendment Agreement Effective Date. If no election as to the Type of Each such Borrowing is specified, then the requested Borrowing Request shall be an ABR Borrowingirrevocable. If no Interest Period is specified Each such written Borrowing Request shall specify the following information in compliance with respect to any requested LIBO Rate Borrowing, then the relevant Borrower (or the Top Borrower on behalf of the relevant 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.Section 2.02:

Appears in 1 contract

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

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