Requests for Committed Loans. The following provisions shall apply to each request by the Borrower for a Committed Loan: (i) The Borrower shall submit a Completed Committed Loan Request to the Administrative Agent as provided in this §2.5. Except as otherwise provided herein, each Completed Committed Loan Request shall be in a minimum amount of $2,000,000 or an integral multiple of $500,000 in excess thereof. Each Completed Committed Loan Request shall be irrevocable and binding on the Borrower and shall obligate the Borrower to accept the Loans requested from the Lenders on the proposed Drawdown Date, unless, such Completed Committed Loan Request is withdrawn (x) in the case of a request for a Committed LIBOR Rate Loan, at least three (3) Business Days prior to the proposed Drawdown Date for such Committed Loan, and (y) in the case of a request for an Alternate Base Rate Loan, at least one (1) Business Day prior to the proposed Drawdown Date for such Committed Loan. (ii) Each Completed Committed Loan Request may be delivered by the Borrower to the Administrative Agent by 12:00 p.m. noon (New York City time) on any Business Day (except as set forth below). Such delivery shall be at least one (1) Business Day prior to the proposed Drawdown Date of any Alternate Base Rate Loan, and at least three (3) Business Days prior to the proposed Drawdown Date of any LIBOR Rate Loan; provided that in the case of a Revolving Credit Loan that is an Alternate Base Rate Loan, such delivery may be on the requested Drawdown Date so long as such delivery is made by 11:00 a.m. (New York City time) on the proposed Drawdown Date (and confirmed by telephone by such time). (iii) Each Completed Committed Loan Request shall be signed by a Responsible Officer of the Borrower and shall include a completed writing in the form of Exhibit C hereto specifying: (1) whether such Loan is to be a Revolving Credit Loan or a Term Loan, (2) the principal amount of the Loan requested, (3) the proposed Drawdown Date of such Loan, (4) the Interest Period applicable to such Loan, and (5) the Type of such Loan being requested. (iv) No Lender shall be obligated to fund any Committed Loan unless: (a) a Completed Committed Loan Request has been timely received by the Administrative Agent as provided in subsection (i) above; and (b) both before and after giving effect to the Loan to be made pursuant to the Completed Committed Loan Request, all of the conditions contained in §10 shall have been satisfied or waived in accordance with §25 and all of the conditions set forth in §11 shall have been met, including, without limitation, the condition under §11.1 that there be no Default or Event of Default under this Agreement; and (c) the Administrative Agent shall have received a certificate in the form of Exhibit D hereto signed by a Responsible Officer of the Borrower certifying that, both before and after giving effect to such requested Loan, no Default or Event of Default exists or will exist under this Agreement or any other Loan Document, and that after taking into account such requested Loan, no Default or Event of Default will exist as of the Drawdown Date or thereafter. (v) The Administrative Agent will cause the Completed Committed Loan Request (and the Certificate in the form of Exhibit D) to be delivered to each applicable Lender in accordance with §14.12 and in any event on the same day that such request is received by the Administrative Agent (in the case of an Alternate Base Rate Loan) and on the same day or the Business Day following the day a Completed Committed Loan Request is received by the Administrative Agent (in the case of a Committed LIBOR Rate Loan).
Appears in 1 contract
Samples: Revolving Credit and Term Loan Agreement (Mack Cali Realty L P)
Requests for Committed Loans. The following provisions shall apply to each request by the Borrower for a Committed Revolving Credit Loan or an Incremental Term Loan:
(ia) The Borrower shall submit a Completed Committed Loan Request to the Administrative Agent and, following its receipt thereof, the Agent shall promptly notify each Revolving Credit Bank or each Bank, as provided applicable, of the amount (and currency) of its Commitment Percentage of the requested Revolving Credit Loan or Incremental Term Loan as set forth in this §2.52.4(e). Except as otherwise provided herein, each Completed Committed Loan Request shall be in a minimum amount of (i) in the case of a Revolving Credit Loan, $2,000,000 or an integral multiple of $500,000 100,000 in excess thereofthereof and (ii) in the case of an Incremental Term Loan, the amount of such Incremental Term Loan Facility of all Term Banks participating in such Increase on the proposed Drawdown Date. Each Completed Committed Loan Request shall be irrevocable and binding on the Borrower and shall obligate the Borrower to accept the Revolving Credit Loans or Incremental Term Loans, as applicable, requested from the Lenders Banks on the proposed Drawdown Date, unless, unless such Completed Committed Loan Request is withdrawn (x) in the case of a request for a Term SOFR Loan or an Alternative Currency Committed LIBOR Rate LoanLoan denominated in Canadian Dollars, at least three (3) Business Days prior to the proposed Drawdown Date for such Loan, (y) in the case of an Alternative Currency Committed Loan denominated in an Alternative Currency other than Canadian Dollars, at least four (4) Business Days (or five (5) Business Days in the case of a Special Notice Currency) prior to the Drawdown Date for such Loan, and (yz) in the case of a request for an Alternate a Base Rate Loan or a Daily SOFR Loan, at least one (1) Business Day prior to not later than 11:00 a.m. on the proposed Drawdown Date for such Committed Loan.
(iib) Each Completed Committed Loan Request may shall be delivered by the Borrower to the Administrative Agent by 12:00 p.m. noon not later than 11:00 a.m. on (New York City timea) on any Business Day (except as set forth below). Such delivery shall be at least one (1) Business Day prior to the proposed Drawdown Date of any Alternate Base Rate Loan or any Daily SOFR Loan, and (b) any Business Day that is at least three (3) Business Days prior to the proposed Drawdown Date of any LIBOR Rate Loan; provided Term SOFR Loan or any Alternative Currency Committed Loan denominated in Canadian Dollars, and (c) any Business Day that is at least four (4) Business Days (or five (5) Business Days in the case of a Revolving Credit Loan that is an Alternate Base Rate Loan, such delivery may be on the requested Drawdown Date so long as such delivery is made by 11:00 a.m. (New York City timeSpecial Notice Currency) on prior to the proposed Drawdown Date (and confirmed by telephone by such time)of any Alternative Currency Committed Loan denominated in an Alternative Currency other than Canadian Dollars.
(iiic) Each Completed Committed Loan Request shall be signed by a Responsible Officer of the Borrower and shall include a completed writing in the form of Exhibit C hereto specifyingspecify: (1) whether such Loan the Borrower is to be requesting a Revolving Credit Loan or a an Incremental Term Loan, (2) the principal amount of the Committed Loan requested, (3) the proposed Drawdown Date of such Committed Loan, (4) if applicable, the Interest Period applicable to such Committed Loan, and (5) the Type of such Committed Loan being requested, and (6) the currency of any Revolving Credit Loan to be borrowed. If the Borrower fails to specify a currency in a Completed Loan Request requesting a Revolving Credit Loan, then the Revolving Credit Loan so requested shall be made in Dollars. If the Borrower fails to specify a Type in a Completed Loan Request, then the applicable Committed Loan shall be made as a Base Rate Loan in the case of a Committed Loan denominated in Dollars and as an Alternative Currency Daily Rate Loan or Alternative Currency Term Rate Loan, as the case may be, in the case of a Committed Loan denominated in an Alternative Currency. If the Borrower fails to specify an Interest Period in a Completed Loan Request requesting a Term SOFR Loan or an Alternative Currency Term Rate Loan, it will be deemed to have specified an Interest Period of one month. Further, each Completed Loan Request shall contain a certification by the Borrower in the form set forth in Exhibit B which certifies (among other things) that, both before and after giving effect to such requested Committed Loan, no Default or Event of Default exists or will exist and that after taking into account such requested Committed Loan, no Default or Event of Default will exist as of the Drawdown Date. During the existence of a Default, no Committed Loans may be requested as, or converted to Daily SOFR Loans or Alternative Currency Daily Rate Loans or requested as, converted to or continued as Term SOFR Loans or Alternative Currency Term Rate Loans, as applicable, without the consent of the Required Banks.
(ivd) No Lender Bank shall be obligated to fund any Committed Loan unless:
(ai) a Completed Committed Loan Request has been timely received by the Administrative Agent as provided in subsection subsections (ia)-(c) above; and
(bii) both before and after giving effect to the Committed Loan to be made pursuant to the Completed Committed Loan Request, all of the conditions contained in §10 12 shall have been satisfied or (to the extent such conditions have not been waived and/or deferred in accordance writing by the Agent and the required number of Banks prior to the initial advance) as of the Closing Date, with §25 respect to the initial advance only, and all of the conditions set forth in §11 13 shall have been met, including, without limitation, the condition under §11.1 13.1 that there be no Default or Event of Default under this Agreement; and
(c) the Administrative Agent shall have received a certificate in the form of Exhibit D hereto signed by a Responsible Officer of the Borrower certifying that, both before and after giving effect to such requested Loan, no Default or Event of Default exists or will exist under this Agreement or any other Loan Document, and that after taking into account such requested Loan, no Default or Event of Default will exist as of the Drawdown Date or thereafterDefault.
(ve) The Administrative Agent will cause use its best efforts to notify each Bank of the Agent’s receipt of a Completed Committed Loan Request (and the Certificate in the form of Exhibit D) to be delivered to each applicable Lender in accordance with §14.12 and in any event on the same day that such request it is received by the Administrative Agent (in the case and will, absent circumstances outside of an Alternate Base Rate Loan) and its control, so notify each Bank on the same day or the Business Day following the day a Completed Committed Loan Request is received by the Administrative Agent Agent.
(f) In the event that, on any Drawdown Date, after giving effect to the requested Loan, Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Total Adjusted Asset Value (with Consolidated Total Indebtedness and Consolidated Total Adjusted Asset Value being adjusted as set forth in §10.1) or Unsecured Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Unencumbered Asset Value (with Unsecured Consolidated Total Indebtedness and Consolidated Unencumbered Asset Value being adjusted as set forth in §10.4), then the case of Borrower shall also attach to the Completed Loan Request (or the request for a Committed LIBOR Bid Rate LoanAdvance Borrowing Notice), the certificate attached hereto as Exhibit G, in accordance with §§10.1 and 10.4.
Appears in 1 contract
Samples: Credit Agreement (Boston Properties LTD Partnership)
Requests for Committed Loans. The following provisions shall apply to each request by the Borrower for a Committed Revolving Credit Loan or a Delayed Draw Term Loan:
(ia) The Borrower shall submit a Completed Committed Loan Request to the Administrative Agent and, following its receipt thereof, the Agent shall promptly notify each Revolving Credit Bank or each Delayed Draw Term Bank, as provided applicable, of the amount (and currency) of its Commitment Percentage of the requested Revolving Credit Loan or Delayed Draw Term Loan as set forth in this §2.52.4(e). Except as otherwise provided herein, each Completed Committed Loan Request shall be in a minimum amount of (i) in the case of a Revolving Credit Loan, $2,000,000 or an integral multiple of $500,000 100,000 in excess thereofthereof and (ii) in the case of a Delayed Draw Term Loan, the lesser of $50,000,000 and the aggregate unused Delayed Draw Term Commitments of all Delayed Draw Term Lenders on the proposed Drawdown Date. Each Completed Committed Loan Request shall be irrevocable and binding on the Borrower and shall obligate the Borrower to accept the Revolving Credit Loans or Delayed Draw Term Loans, as applicable, requested from the Lenders Banks on the proposed Drawdown Date, unless, unless such Completed Committed Loan Request is withdrawn (x) in the case of a request for a Committed LIBOR Eurocurrency Rate LoanLoan denominated in Dollars or Canadian Dollars, at least three (3) Business Days prior to the proposed Drawdown Date for such Committed Loan, and (y) in the case of a Eurocurrency Rate Loan denominated in an Alternative Currency other than Canadian Dollars, at least four (4) Business Days (or five (5) Business Days in the case of a Special Notice Currency) prior to the Drawdown Date for such Loan, and (z) in the case of a request for an Alternate a Base Rate Loan, at least one (1) Business Day prior to not later than 11:00 a.m. on the proposed Drawdown Date for such Committed Loan.
(iib) Each Completed Committed Loan Request may shall be delivered by the Borrower to the Administrative Agent by 12:00 p.m. noon not later than 11:00 a.m. on (New York City timea) on any Business Day (except as set forth below). Such delivery shall be at least one (1) Business Day prior to the proposed Drawdown Date of any Alternate Base Rate Loan, and (b) any Business Day that is at least three (3) Business Days prior to the proposed Drawdown Date of any LIBOR Eurocurrency Rate Loan; provided Loan denominated in Dollars or in Canadian Dollars, and (c) any Business Day that is at least four (4) Business Days (or five (5) Business Days in the case of a Revolving Credit Loan that is an Alternate Base Rate Loan, such delivery may be on the requested Drawdown Date so long as such delivery is made by 11:00 a.m. (New York City timeSpecial Notice Currency) on prior to the proposed Drawdown Date (and confirmed by telephone by such time)of any Eurocurrency Rate Loan denominated in an Alternative Currency other than Canadian Dollars.
(iiic) Each Completed Committed Loan Request shall be signed by a Responsible Officer of the Borrower and shall include a completed writing in the form of Exhibit C hereto specifyingspecify: (1) whether such Loan the Borrower is to be requesting a Revolving Credit Loan or a Delayed Draw Term Loan, (2) the principal amount of the Committed Loan requested, (3) the proposed Drawdown Date of such Committed Loan, (4) the Interest Period applicable to such Committed Loan, and (5) the Type of such Committed Loan being requested, and (6) the currency of any Revolving Credit Loan to be borrowed. If the Borrower fails to specify a currency in a Completed Loan Request requesting a Revolving Credit Loan, then the Revolving Credit Loan so requested shall be made in Dollars. If the Borrower fails to specify a Type in a Completed Loan Request, then the applicable Committed Loan shall be made as a Base Rate Loan in the case of a Committed Loan denominated in Dollars and as a Eurocurrency Rate Loan in the case of a Committed Loan denominated in an Alternative Currency. If the Borrower fails to specify an Interest Period in a Completed Loan Request requesting a Eurocurrency Rate Loan, it will be deemed to have specified an Interest Period of one month. Further, each Completed Loan Request shall contain a certification by the Borrower in the form set forth in Exhibit B which certifies (among other things) that, both before and after giving effect to such requested Committed Loan or Letter of Credit, no Default or Event of Default exists or will exist and that after taking into account such requested Committed Loan or Letter of Credit, no Default or Event of Default will exist as of the Drawdown Date.
(ivd) No Lender Bank shall be obligated to fund any Committed Loan unless:
(ai) a Completed Committed Loan Request has been timely received by the Administrative Agent as provided in subsection subsections (ia)-(c) above; and
(bii) both before and after giving effect to the Committed Loan to be made pursuant to the Completed Committed Loan Request, all of the conditions contained in §10 12 shall have been satisfied or (to the extent such conditions have not been waived and/or deferred in accordance writing by the Agent and the required number of Banks prior to the initial advance) as of the Closing Date, with §25 respect to the initial advance only, and all of the conditions set forth in §11 13 shall have been met, including, without limitation, the condition under §11.1 13.1 that there be no Default or Event of Default under this Agreement; and
(c) the Administrative Agent shall have received a certificate in the form of Exhibit D hereto signed by a Responsible Officer of the Borrower certifying that, both before and after giving effect to such requested Loan, no Default or Event of Default exists or will exist under this Agreement or any other Loan Document, and that after taking into account such requested Loan, no Default or Event of Default will exist as of the Drawdown Date or thereafterDefault.
(ve) The Administrative Agent will cause use its best efforts to notify each Bank of the Agent’s receipt of a Completed Committed Loan Request (and the Certificate in the form of Exhibit D) to be delivered to each applicable Lender in accordance with §14.12 and in any event on the same day that such request it is received by the Administrative Agent (in the case and will, absent circumstances outside of an Alternate Base Rate Loan) and its control, so notify each Bank on the same day or the Business Day following the day a Completed Committed Loan Request is received by the Administrative Agent Agent.
(f) In the event that, on any Drawdown Date, after giving effect to the requested Loan, Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Total Adjusted Asset Value (with Consolidated Total Indebtedness and Consolidated Total Adjusted Asset Value being adjusted as set forth in §10.1) or Unsecured Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Unencumbered Asset Value (with Unsecured Consolidated Total Indebtedness and Consolidated Unencumbered Asset Value being adjusted as set forth in §10.4), then the case of Borrower shall also attach to the Completed Loan Request (or the request for a Committed LIBOR Bid Rate LoanAdvance Borrowing Notice), the certificate attached hereto as Exhibit G, in accordance with §§10.1 and 10.4.
Appears in 1 contract
Samples: Credit Agreement (Boston Properties LTD Partnership)
Requests for Committed Loans. The following provisions shall apply to each request by the Borrower for a Committed Revolving Credit Loan or an Incremental Term Loan:
(ia) The Borrower shall submit a Completed Committed Loan Request to the Administrative Agent and, following its receipt thereof, the Agent shall promptly notify each Revolving Credit Bank or each Bank, as provided applicable, of the amount (and currency) of its Commitment Percentage of the requested Revolving Credit Loan or Incremental Term Loan as set forth in this §2.52.4(e). Except as otherwise provided herein, each Completed Committed Loan Request shall be in a minimum amount of (i) in the case of a Revolving Credit Loan, $2,000,000 or an integral multiple of $500,000 100,000 in excess thereofthereof and (ii) in the case of an Incremental Term Loan, the amount of such Incremental Term Loan Facility of all Term Banks participating in such Increase on the proposed Drawdown Date. Each Completed Committed Loan Request shall be irrevocable and binding on the Borrower and shall obligate the Borrower to accept the Revolving Credit Loans or Incremental Term Loans, as applicable, requested from the Lenders Banks on the proposed Drawdown Date, unless, unless such Completed Committed Loan Request is withdrawn (x) in the case of a request for a Eurocurrency RateTerm SOFR Loan or an Alternative Currency Committed LIBOR Rate LoanLoan denominated in Dollars or Canadian Dollars, at least three (3) Business Days prior to the proposed Drawdown Date for such Committed Loan, and (y) in the case of a request for Eurocurrency Ratean Alternative Currency Committed Loan denominated in an Alternate Base Rate LoanAlternative Currency other than Canadian Dollars, at least one four (14) Business Day Days (or five (5) Business Days in the case of a Special Notice Currency) prior to the Drawdown Date for such Loan, and (z) in the case of a request for a Base Rate Loan or a LIBOR Floating RateDaily SOFR Loan, not later than 11:00 a.m. on the proposed Drawdown Date for such Committed Loan.
(iib) Each Completed Committed Loan Request may shall be delivered by the Borrower to the Administrative Agent by 12:00 p.m. noon not later than 11:00 a.m. on (New York City timea) on any Business Day (except as set forth below). Such delivery shall be at least one (1) Business Day prior to the proposed Drawdown Date of any Alternate Base Rate Loan or any LIBOR Floating RateDaily SOFR Loan, and (b) any Business Day that is at least three (3) Business Days prior to the proposed Drawdown Date of any LIBOR Rate Loan; provided Eurocurrency RateTerm SOFR Loan or any Alternative Currency Committed Loan denominated in Dollars or in Canadian Dollars, and (c) any Business Day that is at least four (4) Business Days (or five (5) Business Days in the case of a Revolving Credit Loan that is an Alternate Base Rate Loan, such delivery may be on the requested Drawdown Date so long as such delivery is made by 11:00 a.m. (New York City timeSpecial Notice Currency) on prior to the proposed Drawdown Date (and confirmed by telephone by such time)of any Eurocurrency RateAlternative Currency Committed Loan denominated in an Alternative Currency other than Canadian Dollars.
(iiic) Each Completed Committed Loan Request shall be signed by a Responsible Officer of the Borrower and shall include a completed writing in the form of Exhibit C hereto specifyingspecify: (1) whether such Loan the Borrower is to be requesting a Revolving Credit Loan or a an Incremental Term Loan, (2) the principal amount of the Committed Loan requested, (3) the proposed Drawdown Date of such Committed Loan, (4) if applicable, the Interest Period applicable to such Committed Loan, and (5) the Type of such Committed Loan being requested, and (6) the currency of any Revolving Credit Loan to be borrowed. If the Borrower fails to specify a currency in a Completed Loan Request requesting a Revolving Credit Loan, then the Revolving Credit Loan so requested shall be made in Dollars. If the Borrower fails to specify a Type in a Completed Loan Request, then the applicable Committed Loan shall be made as a LIBOR FloatingBase Rate Loan in the case of a Committed Loan denominated in Dollars and as a Eurocurrencyan Alternative Currency Daily Rate Loan or Alternative Currency Term Rate Loan, as the case may be, in the case of a Committed Loan denominated in an Alternative Currency. If the Borrower fails to specify an Interest Period in a Completed Loan Request requesting a EurocurrencyTerm SOFR Loan or an Alternative Currency Term Rate Loan, it will be deemed to have specified an Interest Period of one month. Further, each Completed Loan Request shall contain a certification by the Borrower in the form set forth in Exhibit B which certifies (among other things) that, both before and after giving effect to such requested Committed Loan, no Default or Event of Default exists or will exist and that after taking into account such requested Committed Loan, no Default or Event of Default will exist as of the Drawdown Date. During the existence of a Default, no Committed Loans may be requested as, or converted to Daily SOFR Loans or Alternative Currency Daily Rate Loans or requested as, converted to or continued as Term SOFR Loans or Alternative Currency Term Rate Loans, as applicable, without the consent of the Required Banks.
(ivd) No Lender Bank shall be obligated to fund any Committed Loan unless:
(ai) a Completed Committed Loan Request has been timely received by the Administrative Agent as provided in subsection subsections (ia)-(c) above; and
(bii) both before and after giving effect to the Committed Loan to be made pursuant to the Completed Committed Loan Request, all of the conditions contained in §10 12 shall have been satisfied or (to the extent such conditions have not been waived and/or deferred in accordance writing by the Agent and the required number of Banks prior to the initial advance) as of the Closing Date, with §25 respect to the initial advance only, and all of the conditions set forth in §11 13 shall have been met, including, without limitation, the condition under §11.1 13.1 that there be no Default or Event of Default under this Agreement; and
(c) the Administrative Agent shall have received a certificate in the form of Exhibit D hereto signed by a Responsible Officer of the Borrower certifying that, both before and after giving effect to such requested Loan, no Default or Event of Default exists or will exist under this Agreement or any other Loan Document, and that after taking into account such requested Loan, no Default or Event of Default will exist as of the Drawdown Date or thereafterDefault.
(ve) The Administrative Agent will cause use its best efforts to notify each Bank of the Agent’s receipt of a Completed Committed Loan Request (and the Certificate in the form of Exhibit D) to be delivered to each applicable Lender in accordance with §14.12 and in any event on the same day that such request it is received by the Administrative Agent (in the case and will, absent circumstances outside of an Alternate Base Rate Loan) and its control, so notify each Bank on the same day or the Business Day following the day a Completed Committed Loan Request is received by the Administrative Agent Agent.
(f) In the event that, on any Drawdown Date, after giving effect to the requested Loan, Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Total Adjusted Asset Value (with Consolidated Total Indebtedness and Consolidated Total Adjusted Asset Value being adjusted as set forth in §10.1) or Unsecured Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Unencumbered Asset Value (with Unsecured Consolidated Total Indebtedness and Consolidated Unencumbered Asset Value being adjusted as set forth in §10.4), then the case of Borrower shall also attach to the Completed Loan Request (or the request for a Committed LIBOR Bid Rate LoanAdvance Borrowing Notice), the certificate attached hereto as Exhibit G, in accordance with §§10.1 and 10.4.
Appears in 1 contract
Samples: Credit Agreement (Boston Properties LTD Partnership)
Requests for Committed Loans. The following provisions shall apply to each request by the Borrower for a Committed Revolving Credit Loan or an Incremental Term Loan:
(ia) The Borrower shall submit a Completed Committed Loan Request to the Administrative Agent and, following its receipt thereof, the Agent shall promptly notify each Revolving Credit Bank or each Bank, as provided applicable, of the amount (and currency) of its Commitment Percentage of the requested Revolving Credit Loan or Incremental Term Loan as set forth in this §2.52.4(e). Except as otherwise provided herein, each Completed Committed Loan Request shall be in a minimum amount of (i) in the case of a Revolving Credit Loan, $2,000,000 or an integral multiple of $500,000 100,000 in excess thereofthereof and (ii) in the case of an Incremental Term Loan, the amount of such Incremental Term Loan Facility of all Term Banks participating in such Increase on the proposed Drawdown Date. Each Completed Committed Loan Request shall be irrevocable and binding on the Borrower and shall obligate the Borrower to accept the Revolving Credit Loans or Incremental Term Loans, as applicable, requested from the Lenders Banks on the proposed Drawdown Date, unless, unless such Completed Committed Loan Request is withdrawn (x) in the case of a request for a Committed LIBOR Eurocurrency Rate LoanLoan denominated in Dollars or Canadian Dollars, at least three (3) Business Days prior to the proposed Drawdown Date for such Committed Loan, and (y) in the case of a Eurocurrency Rate Loan denominated in an Alternative Currency other than Canadian Dollars, at least four (4) Business Days (or five (5) Business Days in the case of a Special Notice Currency) prior to the Drawdown Date for such Loan, and (z) in the case of a request for an Alternate a Base Rate Loan or a LIBOR Floating Rate Loan, at least one (1) Business Day prior to not later than 11:00 a.m. on the proposed Drawdown Date for such Committed Loan.
(iib) Each Completed Committed Loan Request may shall be delivered by the Borrower to the Administrative Agent by 12:00 p.m. noon not later than 11:00 a.m. on (New York City timea) on any Business Day (except as set forth below). Such delivery shall be at least one (1) Business Day prior to the proposed Drawdown Date of any Alternate Base Rate Loan or any LIBOR Floating Rate Loan, and (b) any Business Day that is at least three (3) Business Days prior to the proposed Drawdown Date of any LIBOR Eurocurrency Rate Loan; provided Loan denominated in Dollars or in Canadian Dollars, and (c) any Business Day that is at least four (4) Business Days (or five (5) Business Days in the case of a Revolving Credit Loan that is an Alternate Base Rate Loan, such delivery may be on the requested Drawdown Date so long as such delivery is made by 11:00 a.m. (New York City timeSpecial Notice Currency) on prior to the proposed Drawdown Date (and confirmed by telephone by such time)of any Eurocurrency Rate Loan denominated in an Alternative Currency other than Canadian Dollars.
(iiic) Each Completed Committed Loan Request shall be signed by a Responsible Officer of the Borrower and shall include a completed writing in the form of Exhibit C hereto specifyingspecify: (1) whether such Loan the Borrower is to be requesting a Revolving Credit Loan or a an Incremental Term Loan, (2) the principal amount of the Committed Loan requested, (3) the proposed Drawdown Date of such Committed Loan, (4) if applicable, the Interest Period applicable to such Committed Loan, and (5) the Type of such Committed Loan being requested, and (6) the currency of any Revolving Credit Loan to be borrowed. If the Borrower fails to specify a currency in a Completed Loan Request requesting a Revolving Credit Loan, then the Revolving Credit Loan so requested shall be made in Dollars. If the Borrower fails to specify a Type in a Completed Loan Request, then the applicable Committed Loan shall be made as a LIBOR Floating Rate Loan in the case of a Committed Loan denominated in Dollars and as a Eurocurrency Rate Loan in the case of a Committed Loan denominated in an Alternative Currency. If the Borrower fails to specify an Interest Period in a Completed Loan Request requesting a Eurocurrency Term Rate Loan, it will be deemed to have specified an Interest Period of one month. Further, each Completed Loan Request shall contain a certification by the Borrower in the form set forth in Exhibit B which certifies (among other things) that, both before and after giving effect to such requested Committed Loan, no Default or Event of Default exists or will exist and that after taking into account such requested Committed Loan, no Default or Event of Default will exist as of the Drawdown Date.
(ivd) No Lender Bank shall be obligated to fund any Committed Loan unless:
(ai) a Completed Committed Loan Request has been timely received by the Administrative Agent as provided in subsection subsections (ia)-(c) above; and
(bii) both before and after giving effect to the Committed Loan to be made pursuant to the Completed Committed Loan Request, all of the conditions contained in §10 12 shall have been satisfied or (to the extent such conditions have not been waived and/or deferred in accordance writing by the Agent and the required number of Banks prior to the initial advance) as of the Closing Date, with §25 respect to the initial advance only, and all of the conditions set forth in §11 13 shall have been met, including, without limitation, the condition under §11.1 13.1 that there be no Default or Event of Default under this Agreement; and
(c) the Administrative Agent shall have received a certificate in the form of Exhibit D hereto signed by a Responsible Officer of the Borrower certifying that, both before and after giving effect to such requested Loan, no Default or Event of Default exists or will exist under this Agreement or any other Loan Document, and that after taking into account such requested Loan, no Default or Event of Default will exist as of the Drawdown Date or thereafterDefault.
(ve) The Administrative Agent will cause use its best efforts to notify each Bank of the Agent’s receipt of a Completed Committed Loan Request (and the Certificate in the form of Exhibit D) to be delivered to each applicable Lender in accordance with §14.12 and in any event on the same day that such request it is received by the Administrative Agent (in the case and will, absent circumstances outside of an Alternate Base Rate Loan) and its control, so notify each Bank on the same day or the Business Day following the day a Completed Committed Loan Request is received by the Administrative Agent Agent.
(f) In the event that, on any Drawdown Date, after giving effect to the requested Loan, Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Total Adjusted Asset Value (with Consolidated Total Indebtedness and Consolidated Total Adjusted Asset Value being adjusted as set forth in §10.1) or Unsecured Consolidated Total Indebtedness will exceed 60% (without exceeding 65%) of Consolidated Unencumbered Asset Value (with Unsecured Consolidated Total Indebtedness and Consolidated Unencumbered Asset Value being adjusted as set forth in §10.4), then the case of Borrower shall also attach to the Completed Loan Request (or the request for a Committed LIBOR Bid Rate LoanAdvance Borrowing Notice), the certificate attached hereto as Exhibit G, in accordance with §§10.1 and 10.
Appears in 1 contract
Samples: Credit Agreement (Boston Properties LTD Partnership)