Requests for Revolving Credit Loans. Not later than 11:00 a.m. on the Business Day of a borrowing of Revolving Credit Loans that are Base Rate Loans or LIBOR Daily Loans, and not later than 1:00 p.m. at least three (3) Business Days prior to a borrowing of Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily Loans), the Borrower shall deliver to the Administrative Agent a Notice of Borrowing. Each Notice of Borrowing shall specify the aggregate principal amount of the Revolving Credit Loans to be borrowed, the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds of such Revolving Credit Loans, the Type of the requested Revolving Credit Loans, and if such Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Loans), the initial Interest Period for such Revolving Credit Loans. Each Notice of Borrowing shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be a Base Rate Loan or a LIBOR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR available to the Administrative Agent. The Administrative Agent shall provide such quoted rate to the Borrower on the date of such request or as soon as possible thereafter.
Appears in 3 contracts
Samples: Credit Agreement (RLJ Lodging Trust), Credit Agreement (RLJ Lodging Trust), Credit Agreement (RLJ Lodging Trust)
Requests for Revolving Credit Loans. Not later To request a Revolving Credit Loan, the Domestic Borrowing Administrator, on behalf of the Domestic Borrowers, and the Foreign Borrowing Administrator, on behalf of the Foreign Borrowers, shall give written notice to the Administrative Agent (or telephonic notice confirmed in a writing in form acceptable to the Administrative Agent and signed by the Domestic Borrowing Administrator or Foreign Borrowing Administrator, as applicable) of each Revolving Credit Loan requested hereunder (each, a “Loan Request”) no less than 11:00 a.m. on the (a) one (1) Business Day prior to the proposed Drawdown Date of a borrowing of Revolving Credit Loans that are any Base Rate Loans or LIBOR Daily Loans, Loan and not later than 1:00 p.m. at least (b) three (3) Business Days prior to a borrowing the proposed Drawdown Date of Revolving Credit Loans that are any LIBOR Loans (other than LIBOR Daily Loans)Rate Loan or any IBOR Rate Loan. Each such written Loan Request shall be substantially in the form of Exhibit C and shall be delivered by facsimile; provided, the Borrower shall deliver Borrowing Administrators have executed and delivered to the Administrative Agent a Notice of BorrowingFacsimile Indemnity Letter as required by the Administrative Agent. Each Notice of Borrowing such telephonic and written Loan Request shall be irrevocable and shall specify the aggregate principal amount following information:
i. the names of the Revolving Credit Loans to be borrowed, the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds Borrowers of such Revolving Credit Loans, ;
ii. the Type aggregate amount of the requested Revolving Credit Loans, and if ;
iii. whether such Loans are Domestic Revolving Credit Loans and/or Foreign Revolving Credit Loans;
iv. the Drawdown Dates, which shall be a Business Day;
v. whether such Loans are to be Base Rate Loans, LIBOR Rate Loans (other than and/or IBOR Rate Loans;
vi. in the case of LIBOR Daily Rate Loans or IBOR Rate Loans), the duration of the initial Interest Period for such to be applicable thereto;
vii. in the case of Foreign Revolving Credit Loans, the Currency of such Foreign Revolving Credit Loans; and
viii. the location and number of the account to which funds are to be disbursed. If no election as to the Type of Revolving Credit Loan is specified, then the requested Revolving Credit Loan shall be a Base Rate Loan. If no Currency is specified with respect to any Foreign Revolving Credit Loan, then the requested Foreign Revolving Credit Loan shall be advanced in Dollars. If no Interest Period is specified with respect to any requested LIBOR Rate Loan or IBOR Rate Loan, then the requesting Borrowers shall be deemed to have selected an Interest Period of one (1) month’s duration. Promptly following receipt of a Loan Request in accordance with this Section, the Administrative Agent shall advise each Lender of the details thereof and of the amount of such Lender’s Loan to be made as part of the requested Loan. Each Notice of Borrowing Loan Request shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice requesting Borrowers. Each Loan Request shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent and the Lenders any funding for a minimum aggregate amount of $500,000 or “breakage” charges incurred an integral multiple of $100,000 in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be a Base Rate Loan or a LIBOR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR available to the Administrative Agent. The Administrative Agent shall provide such quoted rate to the Borrower on the date of such request or as soon as possible thereafterexcess thereof.
Appears in 2 contracts
Samples: Credit Agreement (Lionbridge Technologies Inc /De/), Credit Agreement (Lionbridge Technologies Inc /De/)
Requests for Revolving Credit Loans. Not later than 11:00 a.m. on the Business Day of a borrowing of Revolving Credit Loans that are Base Rate Loans or LIBOR Daily Loans, and not later than 1:00 p.m. at least three (3) Business Days prior to a borrowing of Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily Loans), the The Borrower shall deliver to the Administrative Agent a Notice of BorrowingBorrowing not later than 11:00 a.m.
(a) on the same Business Day of a borrowing of each Base Rate Loan or Daily Simple SOFR Loan, and (ii) at least two (2) U.S. Government Securities Business Days before each borrowing of a Term SOFR Loan. Each Notice of Borrowing shall specify the aggregate principal amount of the Revolving Credit Loans to be borrowed, the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds of such Revolving Credit Loans, the Type of the requested Revolving Credit Loans, and if such Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Term SOFR Loans), the initial Interest Period for such Revolving Credit Loans. Each Notice of Borrowing shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be a Base Rate Loan or a LIBOR SOFR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR Adjusted Daily Simple SOFR or Adjusted Term SOFR available to the Administrative Agent. The Administrative Agent shall provide such quoted rate to the Borrower on the date of such request or as soon as possible thereafter.
Appears in 1 contract
Samples: Credit Agreement (RLJ Lodging Trust)
Requests for Revolving Credit Loans. Not later than 11:00 a.m. on the Business Day of a borrowing of Revolving Credit Loans that are Base Rate Loans or LIBOR Daily Loans, and not later than 1:00 p.m. at least three (3) Business Days prior to a borrowing of Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily Loans), the The Borrower shall deliver to the Administrative Agent a Notice of BorrowingBorrowing not later than 11:00 a.m.
(a) on the same Business Day of a borrowing of each Base Rate Loan or Daily Simple SOFR Loan, and (ii) at least two (2) U.S. Government Securities Business Days before each borrowing of a Term SOFR Loan . Each Notice of Borrowing shall specify the aggregate principal amount of the Revolving Credit Loans to be borrowed, the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds of such Revolving Credit Loans, the Type of the requested Revolving Credit Loans, and if such Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Term SOFR Loans), the initial Interest Period for such Revolving Credit Loans. Each Notice of Borrowing shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be a Base Rate Loan or a LIBOR SOFR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR Adjusted Daily Simple SOFR or Adjusted Term SOFR available to the Administrative Agent. The Administrative Agent shall provide such quoted rate to the Borrower on the date of such request or as soon as possible thereafter.
Appears in 1 contract
Samples: Credit Agreement (RLJ Lodging Trust)
Requests for Revolving Credit Loans. Not With respect to Revolving Credit Loans denominated in Dollars, not later than 11:00 a.m. New York City Time on the Business Day of a borrowing of Revolving Credit Loans that are Base Rate Loans or LIBOR Daily Loans, and not later than 1:00 p.m. Local Time at least three (3) Business Days prior to a borrowing of Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily Loans), the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, shall deliver to the Administrative Agent a Notice of Borrowing. With respect to Revolving Credit Loans denominated in a Foreign Currency, not later than 11:00 a.m. Local Time at least four (4) Business Days (or, with respect to certain Foreign Currencies requiring additional notice designated by the Administrative Agent, five (5) Business Days) prior to a borrowing of Revolving Credit Loans that are to be LIBOR Loans, CDOR Loans or AUD Rate Loans, the applicable Borrower, or the Company on behalf of the applicable Borrower, shall notify the Administrative Agent of such requested borrowing by hand delivery, or electronic mail or telecopy to the Administrative Agent of a Notice of Borrowing (it being understood that the Administrative Agent shall not accept telephonic notice of borrowings in a Foreign Currency). Each Notice of Borrowing shall specify the identity of the Borrower requesting such borrowing, the aggregate principal amount of the Revolving Credit Loans to be borrowed, the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds of such Revolving Credit Loans, the Type of the requested Revolving Credit Loans, the Tranche of the requested Revolving Credit Loans, the Agreed Currency of such Revolving Credit Loans and if such Revolving Credit Loans are to be LIBOR Loans, CDOR Loans (other than LIBOR Daily or AUD Rate Loans), the initial Interest Period for such Revolving Credit Loans. Each Notice of Borrowing shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof)applicable Borrower. Prior to delivering a Notice of Borrowing, the Borrower applicable Borrower, or the Company on behalf of the applicable Borrower, may (without specifying whether a Revolving Credit Loan will be a Base Rate Loan or a LIBOR the Type of Loan) request that the Administrative Agent provide such Borrower, or the Borrower Company on behalf of such Borrower, with the most recent LIBOR LIBOR, CDOR or AUD Rate available to the Administrative Agent. The Administrative Agent shall provide such quoted rate to such Borrower, or the Borrower Company on behalf of such Borrower, on the date of such request or as soon as possible thereafter. If no Interest Period is specified with respect to any requested LIBOR Loan, CDOR Loan or AUD Rate Loan, then the relevant Borrower shall be deemed to have selected an Interest Period of one month’s duration.
Appears in 1 contract
Requests for Revolving Credit Loans. Not later than 11:00 a.m. The Borrower shall give to the Administrative Agent written notice in the form of Exhibit A hereto (or telephonic notice confirmed in a writing in the form of Exhibit A hereto) of each Revolving Credit Loan requested hereunder (a “Loan Request”) (a) on or prior to 1:00 p.m. (New York time) on the Business Day proposed Drawdown Date of a borrowing of Revolving Credit Loans that are any Base Rate Loan and (b) by 1:00 p.m. (New York time) on or prior to the third Eurodollar Business Days prior to the proposed Drawdown Date of any Eurodollar Rate Loan; provided, however, that if the Borrower wishes to request Eurodollar Rate Loans having an Interest Period other than fourteen (14) days, one (1), two (2), three (3) or LIBOR Daily Loanssix (6) months in duration as provided in the definition of “Interest Period”, and the applicable notice must be received by the Administrative Agent not later than 1:00 p.m. at least four (4) Business Days prior to the proposed Drawdown Date of such Eurodollar Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 1:00 p.m., three (3) Business Days prior to a borrowing the proposed Drawdown Date of Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily such Eurodollar Rate Loans), the Borrower shall deliver to the Administrative Agent a Notice of Borrowingshall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders. Each Notice of Borrowing such notice shall specify (i) the aggregate principal amount of the Revolving Credit Loans to be borrowedLoan requested, (ii) the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds proposed Drawdown Date of such Revolving Credit LoansLoan, (iii) the Type of the requested Revolving Credit Loans, and if such Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Loans), the initial Interest Period for such Revolving Credit Loan and (iv) the Type of such Revolving Credit Loan. Promptly upon receipt of any such notice, the Administrative Agent shall notify each of the Lenders thereof. If the Borrower fails to specify a Type of Revolving Credit Loan in a Loan Request, then the applicable Revolving Credit Loans shall be made as Base Rate Loans. Each Notice of Borrowing Loan Request shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice and shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that obligate the Borrower pays to accept the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be requested from the Lenders on the proposed Drawdown Date. Each Loan Request for a Base Rate Loan shall be in a minimum aggregate amount of $500,000 or an integral multiple of $100,000 in excess thereof. Each Loan Request for a LIBOR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR available to the Administrative Agent. The Administrative Agent Eurodollar Rate Loan shall provide such quoted rate to the Borrower on the date be in a minimum aggregate amount of such request $1,000,000 or as soon as possible thereafteran integral multiple of $500,000 in excess thereof.
Appears in 1 contract
Requests for Revolving Credit Loans. Not later than 11:00 a.m. on the Business Day Borrower must give to Agent a written notice (or telephonic notice promptly confirmed in writing) of a borrowing any requested Borrowing of new Revolving Credit Loans that are Base Rate Loans or LIBOR Daily Loans, and not later than 1:00 p.m. at least three (3) Business Days prior to a borrowing of be advanced by Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily Loans), the Borrower shall deliver to the Administrative Agent a Notice of BorrowingLenders. Each Notice of Borrowing shall such notice must:
(a) specify (i) the aggregate principal amount of the Revolving Credit Loans to be borrowed, and the date such on which the Revolving Credit Loans are to be borrowed advanced and (ii) the applicable Interest Period for any Revolving Credit Loans which are Eurodollar Loans; and
(b) be received by Agent not later than (i) 10:00 a.m., New York, New York time, on the day on which the Revolving Credit Loans which are Base Rate Loans are to be made, or (ii) 1:00 p.m., New York, New York time on the third Business Day preceding the day on which any Revolving Credit Loans which are Eurodollar Loans are to be made. Each such Borrowing Notice must be made in the form and substance form attached hereto as Exhibit B, duly completed. Each such telephonic request shall be deemed a Business Day)representation, warranty, acknowledgment and agreement by Borrower as to the use matters which are required to be set out in such written confirmation. Upon receipt of any such Borrowing Notice, Agent shall give each Revolving Credit Lender prompt notice of the proceeds terms thereof. If all conditions precedent to such new Revolving Credit Loans have been met, each Revolving Credit Lender will on the date requested promptly remit to Agent at Agent's office in New York, New York the amount of such Revolving Credit Loans, the Type of the requested Lender's new Revolving Credit LoansLoan in immediately available funds, and upon receipt of such funds, unless to its actual knowledge any conditions precedent to such Revolving Credit Loans have been neither met nor waived as provided herein, Agent shall promptly make such Revolving Credit Loans available to Borrower. Unless Agent shall have received prompt notice from a Revolving Credit Lender that such Revolving Credit Lender will not make available to Agent such Revolving Credit Lender's new Revolving Credit Loan, Agent may in its discretion assume that such Revolving Credit Lender has made such Revolving Credit Loan available to Agent in accordance with this section and Agent may if it chooses, in reliance upon such assumption, make such Revolving Credit Loan available to Borrower. If and to the extent such Revolving Credit Lender shall not so make its new Revolving Credit Loan available to Agent, such Revolving Credit Lender and Borrower severally agree to pay or repay to Agent within three days after demand the amount of such Revolving Credit Loan together with interest thereon, for each day from the date such amount was made available to Borrower until the date such amount is paid or repaid to Agent, with interest at (i) the Federal Funds Rate, if such Revolving Credit Lender is making such payment and (ii) the interest rate applicable at the time to the other new Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Loans)made on such date, the initial Interest Period for if Borrower is making such repayment. If neither such Revolving Credit Loans. Each Notice of Borrowing Lender nor Borrower pays or repays to Agent such amount within such three-day period, Agent shall in addition to such amount be irrevocable once given entitled to recover from such Revolving Credit Lender and binding from Borrower, on demand, interest thereon at the Borrower (unless such notice provides that such request is contingent on the consummation of a transactionDefault Rate, in which case, such notice shall be revocable to the extent the transaction is not consummated on calculated from the date such borrowing is requested amount was made available to be made, provided that the Borrower pays Borrower. The failure of any Revolving Credit Lender to the Administrative Agent and the Lenders make any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a new Revolving Credit Loan will to be a Base Rate made by it hereunder shall not relieve any other Revolving Credit Lender of its obligation hereunder, if any, to make its new Revolving Credit Loan, but no Revolving Credit Lender shall be responsible for the failure of any other Revolving Credit Lender to make any new Revolving Credit Loan or a LIBOR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR available to the Administrative Agent. The Administrative Agent shall provide be made by such quoted rate to the Borrower on the date of such request or as soon as possible thereafterother Revolving Credit Lender.
Appears in 1 contract
Samples: Credit Agreement (Forcenergy Inc)
Requests for Revolving Credit Loans. Not later than 11:00 a.m. on Borrower shall give to Agent written notice executed by an Authorized Officer in the form of Exhibit D hereto (or telephonic notice confirmed in writing in the form of Exhibit D hereto) of each Revolving Credit Loan requested hereunder (a “Loan Request”) by 1:00 p.m. (Eastern time) one (1) Business Day of a borrowing of Revolving Credit Loans that are prior to the proposed Drawdown Date with respect to Base Rate Loans or LIBOR Daily Loans, Simple SOFR Loans and not later than 1:00 p.m. at least three two (32) Business Days prior to a borrowing of Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily the proposed Drawdown Date with respect to Term SOFR Loans), the Borrower together with an executed Availability Certificate. Each such notice shall deliver specify with respect to the Administrative Agent a Notice of Borrowing. Each Notice of Borrowing shall specify requested Loan the aggregate proposed principal amount of the Revolving Credit Loans to be borrowed, the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds of such Revolving Credit LoansLoan, the Type of the requested Revolving Credit Loans, and if such Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Loans)Loan, the initial Interest Period (if applicable) for such Revolving Credit LoansLoan and the Drawdown Date. Promptly upon receipt of any such notice, Agent shall notify each of the Lenders thereof. Each Notice of Borrowing such Loan Request shall be irrevocable once given and binding on Borrower and shall obligate Borrower to accept the Borrower (unless such notice provides that such request is contingent Loan requested from the Lenders on the consummation proposed Drawdown Date. The Borrower shall be liable to each Lender for any costs or expenses incurred by such Lender in the event that it fails to borrow any requested Term SOFR Loan. Nothing herein shall prevent Borrower from seeking recourse against any Lender that fails to advance its proportionate share of a transaction, in which case, such notice requested Loan as required by this Agreement. Each Loan Request shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be a) for a Base Rate Loan or Daily Simple SOFR Loan in a LIBOR minimum aggregate amount of $100,000.00; or (b) for a Term SOFR Loan in a minimum aggregate amount of $500,000.00; provided, however, that there shall be no more than seven (7) Term SOFR Loans outstanding at any one time. If no election as to the Type of Loan is specified, then the requested Loan shall be a Daily Simple SOFR Loan) request that . If no election is specified as to whether a SOFR Loan is to be a Term SOFR Loan or Daily Simple SOFR Loan, then the Administrative Agent provide requested SOFR Loan shall be a Daily Simple SOFR Loan. If no Interest Period is specified with respect to any requested Term SOFR Loan, then the Borrower with the most recent LIBOR available shall be deemed to the Administrative Agent. The Administrative Agent shall provide such quoted rate to the Borrower on the date have selected an Interest Period of such request or as soon as possible thereafterone (1) month.
Appears in 1 contract
Requests for Revolving Credit Loans. Not later than 11:00 a.m. The Borrower shall give to the Administrative Agent written notice in the form of Exhibit A hereto (or telephonic notice confirmed in a writing in the form of Exhibit A hereto) of each Revolving Credit Loan requested hereunder (a "Loan Request")
(a) on or prior to 1:00 p.m. (New York time) on the Business Day proposed Drawdown Date of a borrowing of Revolving Credit Loans that are any Base Rate Loan and (b) by 1:00 p.m. (New York time) on or prior to the third Eurodollar Business Days prior to the proposed Drawdown Date of any Eurodollar Rate Loan; provided, however, that if the Borrower wishes to request Eurodollar Rate Loans having an Interest Period other than fourteen (14) days, one (1), two (2), three (3) or LIBOR Daily Loanssix (6) months in duration as provided in the definition of "Interest Period", and the applicable notice must be received by the Administrative Agent not later than 1:00 p.m. at least four (4) Business Days prior to the proposed Drawdown Date of such Eurodollar Rate Loans, whereupon the Administrative Agent shall give prompt notice to the Lenders of such request and determine whether the requested Interest Period is acceptable to all of them. Not later than 1:00 p.m., three (3) Business Days prior to a borrowing the proposed Drawdown Date of Revolving Credit Loans that are LIBOR Loans (other than LIBOR Daily such Eurodollar Rate Loans), the Borrower shall deliver to the Administrative Agent a Notice of Borrowing. shall notify the Borrower (which notice may be by telephone) whether or not the requested Interest Period has been consented to by all the Lenders.. Each Notice of Borrowing such notice shall specify (i) the aggregate principal amount of the Revolving Credit Loans to be borrowedLoan requested, (ii) the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds proposed Drawdown Date of such Revolving Credit LoansLoan, (iii) the Type of the requested Revolving Credit Loans, and if such Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Loans), the initial Interest Period for such Revolving Credit Loan and (iv) the Type of such Revolving Credit Loan. Promptly upon receipt of any such notice, the Administrative Agent shall notify each of the Lenders thereof. If the Borrower fails to specify a Type of Revolving Credit Loan in a Loan Request, then the applicable Revolving Credit Loans shall be made as Base Rate Loans. Each Notice of Borrowing Loan Request shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice and shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that obligate the Borrower pays to accept the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be requested from the Lenders on the proposed Drawdown Date. Each Loan Request for a Base Rate Loan shall be in a minimum aggregate amount of $500,000 or an integral multiple of $100,000 in excess thereof. Each Loan Request for a LIBOR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR available to the Administrative Agent. The Administrative Agent Eurodollar Rate Loan shall provide such quoted rate to the Borrower on the date be in a minimum aggregate amount of such request $1,000,000 or as soon as possible thereafteran integral multiple of $500,000 in excess thereof.
Appears in 1 contract
Requests for Revolving Credit Loans. Not later than 11:00 a.m. The following provisions shall apply to each request by the Borrower for a Revolving Credit Loan:
(a) The Borrower shall submit a Completed Loan Request to the Agent. The Agent shall promptly deliver a duplicate copy of such Completed Loan Request to each Bank which is then a party to this Agreement at the time such loan request is made. Except as otherwise provided herein, each Completed Loan Request shall be in a minimum amount of (i) $250,000 if such Loan Request does not involve an Acquisition Property or a New Eligible Property or (ii) $500,000 if such Loan Request involves an Acquisition Property or a New Eligible Property. Each Completed Loan Request shall be irrevocable and binding on the Business Day of a borrowing of Borrower and shall obligate the Borrower to accept the Revolving Credit Loans that are requested from the Banks on the proposed Drawdown Date, unless such Completed Loan Request is withdrawn (x) in the case of a request for a LIBOR Rate Loan, at least five (5) Business Days prior to the proposed Drawdown Date for such Revolving Credit Loan, and (y) in the case of a request for a Base Rate Loans Loan, at least two (2) Business Days prior to the proposed Drawdown Date for such Revolving Credit Loan.
(b) Each Completed Loan Request may be delivered by the Borrower to the Agent by 10:00 a.m. on any Business Day, and
(i) in the case of a loan request that does not involve an Acquisition Property or LIBOR Daily Loansa New Eligible Property, at least one (1) Business Day prior to the proposed Drawdown Date of any Base Rate Loan, and not later than 1:00 p.m. at least three (3) LIBOR Business Days prior to the proposed Drawdown Date of any LIBOR Rate Loan; and
(ii) in the case of a borrowing loan request involving a proposed Acquisition Property or Properties, a good faith estimate of Revolving Credit Loans that are LIBOR Loans such loan request shall be provided at least fifteen (other than LIBOR Daily Loans), the Borrower shall deliver 15) Business Days prior to the Administrative Agent proposed Drawdown Date, with a Notice Completed Loan Request to be provided at least five (5) Business Days prior to the proposed Drawdown Date; and
(iii) in the case of Borrowing. a loan request involving a proposed New Eligible Property, a good faith estimate of such loan request shall be provided at least thirty (30) days prior to the proposed Drawdown Date, with a Completed Loan Request to be provided at least five (5) Business Days prior to the proposed Drawdown Date.
(c) Each Notice Completed Loan Request shall include:
(A) in the case of Borrowing shall specify a loan request that does not involve an Acquisition Property or a New Eligible Property, a completed writing in the aggregate form of Exhibit D hereto specifying: (1) the principal amount of the Revolving Credit Loans to be borrowedLoan requested, (2) the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds proposed Drawdown Date of such Revolving Credit LoansLoan, (3) the Interest Period applicable to such Revolving Credit Loan, (4) the Type of such Revolving Credit Loan being requested and (5) the purpose for which such funds will be used (a "Completed Exhibit D"); and
(B) in the case of a loan request involving a proposed Acquisition Property, (x) a Completed Exhibit D, and (y) evidence that the proposed Acquisition Property meets the following conditions (collectively, the "Acquisition Conditions"):
(1) the proposed Acquisition Property when aggregated with the other Real Estate Assets would not violate the covenants contained in 7(e); and
(2) the proposed Acquisition Property does not have unperformed or unpaid remediation costs that are not budgeted and part of a remediation plan with costs estimates approved by the Agent. The Completed Loan Request shall include evidence that the Borrower has performed a hazardous waste due diligence review of the proposed Acquisition Property, and have attached to it a copy of an environmental site assessment report obtained by the Borrower in connection with the proposed acquisition which contains sufficient information to permit the above determination regarding potential remediation costs or other environmental liabilities to be made. Such environmental site assessments shall be satisfactory to the Agent in all respects and shall be submitted to the Agent at least ten (10) Business Days prior to the proposed Drawdown Date; and
(C) in the case of a loan request involving the addition of a proposed New Eligible Property, (v) a Completed Exhibit D, (w) evidence that the proposed New Eligible Property meets the Acquisition Conditions, (x) all of the documents and other information relating to the proposed New Eligible Property required by the Eligible Property Conditions, (y) evidence that the proposed New Eligible Property does not have unperformed or unpaid remediation costs that are not budgeted and part of a remediation plan with costs estimates approved by the Agent. and (z) evidence that the proposed New Eligible Property when aggregated with the other Eligible Properties would not violate the covenants contained in 7(e).
(d) No Bank shall be obligated to fund any Revolving Credit Loan unless:
(i) a Completed Loan Request has been timely received by the Agent as provided in subsection (a) above; and
(ii) both before and after giving effect to the Revolving Credit Loan to be made pursuant to the Completed Loan Request, all of the conditions contained in 10 shall have been satisfied as of the Closing Date 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
(iii) the Agent shall have received a certificate in the form of Exhibit E hereto signed by the chief financial officer of the Borrower (in his capacity as such and not in his individual capacity) (copies of which shall be delivered by the Agent promptly to the Banks) setting forth computations evidencing compliance with the covenants contained in 9 on a pro forma basis after giving effect to such requested Revolving Credit LoansLoan, and if certifying that to the best knowledge of such officer after due inquiry, both before and after giving effect to such requested Revolving Credit Loans Loan, no Default or Event of Default exists or will exist under this Agreement or any other Loan Document; and
(iv) in the case of a loan request not involving an Acquisition Property or a New Eligible Property, the proceeds of the Revolving Credit Loan are to be LIBOR Loans used for the purposes and meet the conditions set forth therein; and
(other than LIBOR Daily Loans)v) in the case of a loan request involving a proposed Acquisition Property, the initial Interest Period for such Revolving Credit Loans. Each Notice of Borrowing shall be irrevocable once given and binding on Acquisition Conditions have been met; and
(vi) in the Borrower (unless such notice provides that such request is contingent on the consummation case of a transactionloan request involving the acquisition of an Acquisition Property and its proposed inclusion as a New Eligible Property, in which case, such notice shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent Eligible Property Conditions and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be a Base Rate Loan or a LIBOR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR available to the Administrative Agent. The Administrative Agent shall provide such quoted rate to the Borrower on the date of such request or as soon as possible thereafterAcquisition Conditions have been met.
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Requests for Revolving Credit Loans. Not later than 11:00 a.m. The following provisions shall apply to each request by the Borrower for a Revolving Credit Loan:
(i) The Borrower shall submit a Completed Loan Request to the Agent, together with a duplicate copy of such Completed Loan Request for each Bank which is then a party to this Agreement at the time such loan request is made. Such Completed Loan Requests shall be delivered in separate envelopes to the Agent and be addressed to the Agent and each Bank, respectively, and each such envelope shall be conspicuously marked with the following legend: "LOAN REQUEST -- TIME SENSITIVE -- MUST RESPOND WITHIN [ ] DAYS" and with the appropriate period filled in. Except as otherwise provided herein, each Completed Loan Request shall be in a minimum amount of $500,000 or an integral multiple thereof. Each Completed Loan Request shall be irrevocable and binding on the Business Day of a borrowing of Borrower and shall obligate the Borrower to accept the Revolving Credit Loans that are Base requested from the Banks on the proposed Drawdown Date, unless such Completed Loan Request is withdrawn (x) in the case of a request for a Eurodollar Rate Loans or LIBOR Daily LoansLoan, and not later than 1:00 p.m. at least three four (34) Business Days prior to the proposed Drawdown Date for such Loan, and (y) in the case of a borrowing of Revolving Credit Loans that are LIBOR Loans request for a Base Rate Loan, at least two (other than LIBOR Daily Loans), 2) Business Days prior to the proposed Drawdown Date for such Loan.
(ii) Each Completed Loan Request may be delivered by the Borrower shall deliver to the Administrative Agent by 10:00 a.m. on any Business Day, and at least two (2) Business Days prior to the proposed Drawdown Date of any Base Rate Loan, and at least four (4) Business Days prior to the proposed Drawdown Date of any Eurodollar Rate Loan.
(iii) Each Completed Loan Request shall include a Notice completed writing in the form of Borrowing. Each Notice of Borrowing shall specify Exhibit C hereto specifying: (1) the aggregate principal amount of the Revolving Credit Loans to be borrowedLoan requested, (2) the date such Revolving Credit Loans are to be borrowed (which must be a Business Day), the use of the proceeds proposed Drawdown Date of such Revolving Credit LoansLoan, (3) the Interest Period applicable to such Revolving Credit Loan, and (4) the Type of such Revolving Credit Loan being requested.
(iv) No Bank shall be obligated to fund any Revolving Credit Loan unless:
(a) a Completed Loan Request has been timely received by the Agent as provided in subsection (i) above; and
(b) both before and after giving effect to the Revolving Credit Loan to be made pursuant to the Completed Loan Request, all of the conditions contained in ss.11 shall have been satisfied as of the Closing Date (to the extent such conditions have not been waived in writing by the Banks and/or deferred in writing to be a condition to the initial advance) and all of the conditions set forth in ss.12 shall have been met, including, without limitation, the condition under ss.
12.1 that there be no Default or Event of Default under this Agreement; and
(c) the Agent shall have received (with copies for each Bank) a certificate in the form of Exhibit D hereto signed by the chief financial officer or treasurer of the Borrower setting forth computations evidencing compliance with the covenants contained in ss.9 on a pro forma basis after giving effect to such requested Revolving Credit LoansLoan, and if such Revolving Credit Loans are to be LIBOR Loans (other than LIBOR Daily Loans)and, the initial Interest Period for such Revolving Credit Loans. Each Notice purposes of Borrowing shall be irrevocable once given and binding on the Borrower (unless such notice provides that such request is contingent on the consummation of a transaction, in which case, such notice shall be revocable to the extent the transaction is not consummated on the date such borrowing is requested to be made, provided that the Borrower pays to the Administrative Agent and the Lenders any funding or “breakage” charges incurred in connection with such Notice of Borrowing in accordance with Section 5.4 hereof). Prior to delivering a Notice of Borrowing, the Borrower may (without specifying whether a Revolving Credit Loan will be a Base Rate Loan or a LIBOR Loan) request that the Administrative Agent provide the Borrower with the most recent LIBOR available to the Administrative Agent. The Administrative Agent shall provide such quoted rate to the Borrower on the date of such request or as soon as possible thereaftercalculating pro forma compliance under ss.
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