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Common use of Revolving Borrowings Clause in Contracts

Revolving Borrowings. (i) Subject to Section 2.14, each U.S. Revolving Borrowing shall be comprised entirely of ABR Loans or LIBOR Rate Loans as the Borrower Agent may request in accordance herewith. Each U.S. Swingline Loan and each U.S. Protective Advance shall be an ABR Loan. Each U.S. Revolving Lender at its option may make any LIBOR Rate Loan by causing any domestic or foreign branch or Affiliate of such U.S. Revolving Lender to make such U.S. Revolving Loan; provided that (i) any exercise of such option shall not affect the obligation of the U.S. Borrowers to repay such U.S. Revolving Loan in accordance with the terms of this Agreement and (ii) in exercising such option, such U.S. Revolving Lender shall use reasonable efforts to minimize any increase in the Adjusted LIBOR Rate or increased costs to the U.S. Borrowers resulting therefrom (which obligation of such Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it otherwise determines would be disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 2.15 shall apply). (ii) Subject to Section 2.14, each Canadian Revolving Borrowing shall be comprised entirely of Canadian BA Rate Loans or Canadian Prime Rate Loans as the Canadian Borrower may request in accordance herewith. Each Canadian Swingline Loan and each Canadian Protective Advance shall be a Canadian Prime Rate Loan.

Appears in 2 contracts

Samples: Credit Agreement (Nexeo Solutions Holdings, LLC), Credit Agreement (Nexeo Solutions Finance Corp)

Revolving Borrowings. (i) Subject to Section 2.14, each U.S. Revolving Borrowing shall be comprised entirely of ABR Loans or LIBOR Rate Loans as the Borrower Agent may request in accordance herewith. Each U.S. Swingline Loan and each U.S. Protective Advance shall be an ABR Loan. Each U.S. Revolving Lender at its option may make any LIBOR Rate Loan by causing any domestic or foreign branch or Affiliate of such U.S. Revolving Lender to make such U.S. Revolving Loan; provided that (i) any exercise of such option shall not affect the obligation of the applicable U.S. Borrowers to repay such U.S. Revolving Loan in accordance with the terms of this Agreement and (ii) in exercising such option, such U.S. Revolving Lender shall use reasonable efforts to minimize any increase in the Adjusted LIBOR Rate or increased costs to the applicable U.S. Borrowers resulting therefrom (which obligation of such Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it otherwise determines would be disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 2.15 shall apply). (ii) Subject to Section 2.14, each Canadian Revolving Borrowing shall be comprised entirely of Canadian BA Rate Loans or Canadian Prime Rate Loans as the Canadian Borrower may request in accordance herewith. Each Canadian Swingline Loan and each Canadian Protective Advance shall be a Canadian Prime Rate Loan. (iii) Subject to Section 2.14, each Tranche A Incremental Foreign Facility Revolving Borrowing shall be comprised entirely of ABR Loans or LIBOR Rate Loans as the Borrower Agent may request in accordance herewith. Each Tranche A Incremental Foreign Facility Revolving Lender at its option may make any LIBOR Rate Loan by causing any domestic or foreign branch or Affiliate of such Tranche A Incremental Foreign Facility Revolving Lender to make such Tranche A Incremental Foreign Facility Revolving Loan; provided that (i) any exercise of such option shall not affect the obligation of the U.S. Operating Borrowers to repay such Tranche A Incremental Foreign Facility Revolving Loan in accordance with the terms of this Agreement and (ii) in exercising such option, such Tranche A Incremental Foreign Facility Revolving Lender shall use reasonable efforts to minimize any increase in the Adjusted LIBOR Rate or increased costs to the U.S. Operating Borrowers resulting therefrom (which obligation of such Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it otherwise determines would be disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 2.15 shall apply).

Appears in 1 contract

Samples: Credit Agreement (Nexeo Solutions Holdings, LLC)

Revolving Borrowings. (i) Subject to Section 2.14, each U.S. Revolving Borrowing shall be comprised entirely of ABR Loans or LIBOR Rate Loans as the Borrower Agent may request in accordance herewith. Each U.S. Swingline Loan and each U.S. Protective Advance shall be an ABR Loan. Each U.S. Revolving Lender at its option may make any LIBOR Rate Loan by causing any domestic or foreign branch or Affiliate of such U.S. Revolving Lender to make such U.S. Revolving Loan; provided that (i) any exercise of such option shall not affect the obligation of the applicable U.S. Borrowers to repay such U.S. Revolving Loan in accordance with the terms of this Agreement and (ii) in exercising such option, such U.S. Revolving Lender shall use reasonable efforts to minimize any increase in the Adjusted LIBOR Rate or increased costs to the applicable U.S. Borrowers resulting therefrom (which obligation of such Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it otherwise determines would be disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 2.15 shall apply). (ii) Subject to Section 2.14, each Canadian Revolving Borrowing shall be comprised entirely of Canadian BA Rate Loans or Canadian Prime Rate Loans as the Canadian Borrower may request in accordance herewith. Each Canadian Swingline Loan and each Canadian Protective Advance shall be a Canadian Prime Rate Loan. Each Canadian Revolving Lender at its option may make any Canadian BA Rate Loan by causing any domestic or foreign branch or Affiliate of such Canadian Revolving Lender to make such Canadian Revolving Loan; provided that (i) any exercise of such option shall not affect the obligation of the Canadian Borrower to repay such Canadian Revolving Loan in accordance with the terms of this Agreement and (ii) in exercising such option, such Canadian Revolving Lender shall use reasonable efforts to minimize any increase in the Canadian BA Rate or increased costs (including taxes) to the Canadian Borrower resulting therefrom (which obligation of such Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs (including taxes) for which it will not be compensated hereunder or that it otherwise determines would be disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 2.15 shall apply and in the event of a request for compensation or gross-up for taxes, the provisions of Section 2.17 shall apply only to the extent that those provisions would have applied if the Canadian Revolving Loan had been made by the Canadian Revolving Lender). (iii) Subject to Section 2.14, each FILO Facility Revolving Borrowing shall be comprised entirely of ABR Loans or LIBOR Rate Loans as the Borrower Agent may request in accordance herewith. Each FILO Facility Revolving Lender at its option may make any LIBOR Rate Loan by causing any domestic or foreign branch or Affiliate of such FILO Facility Revolving Lender to make such FILO Facility Revolving Loan; provided that (i) any exercise of such option shall not affect the obligation of the U.S. Borrowers to repay such FILO Facility Revolving Loan in accordance with the terms of this Agreement and (ii) in exercising such option, such FILO Facility Revolving Lender shall use reasonable efforts to minimize any increase in the LIBOR Rate or increased costs to the U.S. Borrowers resulting therefrom (which obligation of such Lender shall not require it to take, or refrain from taking, actions that it determines would result in increased costs for which it will not be compensated hereunder or that it otherwise determines would be disadvantageous to it and in the event of such request for costs for which compensation is provided under this Agreement, the provisions of Section 2.15 shall apply).

Appears in 1 contract

Samples: Credit Agreement (Nexeo Solutions, Inc.)