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Common use of Revolving Credit Commitment Clause in Contracts

Revolving Credit Commitment. (a) Subject to the terms and conditions hereof, each of the Banks severally agrees to make revolving credit loans (individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to the Company from time to time during the Commitment Period, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding exceed the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 2 contracts

Samples: Revolving Credit Agreement (Leucadia National Corp), Revolving Credit Agreement (Leucadia National Corp)

Revolving Credit Commitment. (a) Subject to and upon the terms and conditions hereof, of this Agreement: (i) each of the Banks Facility A-1 Lender severally (but not jointly) agrees to make revolving credit loans (individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") Facility A-1 Loans in Dollars and/or and any Optional Currency to the Company Borrower and/or the Regular Subsidiary Borrowers from time to time during the Revolving Credit Commitment PeriodPeriod in an aggregate principal amount not to exceed at any one time the Available Facility A-1 Commitment of such Facility A-1 Lender; provided that, upon notice by the Company after giving effect to the Administrative Agent given making of such Facility A-1 Loans, the Aggregate Facility A-1 Revolving Extensions of Credit will not exceed the Facility A-1 Commitments; (ii) each Facility A-2 Lender severally (but not jointly) agrees to make Facility A-2 Loans in Dollars to the Borrower and/or the Regular Subsidiary Borrowers from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed at any one time the Available Facility A-2 Commitment of such Facility A-2 Lender; provided that, after giving effect to the making of such Facility A-2 Loans, the Aggregate Facility A-2 Revolving Extensions of Credit will not exceed the Facility A-2 Commitments; (iii) each Facility B Lender severally (but not jointly) agrees to make Facility B Loans in Dollars and any Optional Currency to the Borrower and/or the Regular Subsidiary Borrowers from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Facility B Commitment of such Facility B Lender (which for this purpose shall be computed as though the amount in subclause (b)(i) in the definition thereof is $0); provided that, after giving effect to the making of such Facility B Loans, the Aggregate Facility B Revolving Extensions of Credit will not exceed the Facility B Commitments; (iv) each Facility C Lender severally (but not jointly) agrees to make Facility C Loans in Dollars and any Optional Currency to the Borrower and/or the Regular Subsidiary Borrowers from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Facility C Commitment of such Facility C Lender (which for this purpose shall be computed as though the amount in subclause (b)(i) in the definition thereof is $0); provided that, after giving effect to the making of such Facility C Loans, the Aggregate Facility C Revolving Extensions of Credit will not exceed the Facility C Commitments; (v) each Facility D Lender severally (but not jointly) agrees to make Facility D Loans in Dollars and any Optional Currency to the Borrower and/or the Regular Subsidiary Borrowers from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Facility D Commitment of such Facility D Lender (which for this purpose shall be computed as though the amount in subclause (b)(i) in the definition thereof is $0); provided that, after giving effect to the making of such Facility D Loans, the Aggregate Facility D Revolving Extensions of Credit will not exceed the Facility D Commitments; (vi) each Sterling Lender, which shall also be a Facility B Lender or an affiliate thereof, severally (but not jointly) agrees to make Sterling Loans in Sterling or euros to each Sterling Subsidiary Borrower from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Sterling Commitment of such Sterling Lender in accordance with Section 2.3 hereof and subject the terms of Annex B hereto (which for this purpose shall be computed as though the amount in subclause (b)(i) in the definition thereof is $0); provided that, after giving effect to the following paragraphs making of such Sterling Loans, the Aggregate Sterling Revolving Extensions of Credit will not exceed the Sterling Commitments; (bvii) and each Australian Dollar Lender, which shall be a Facility C Lender or an affiliate thereof, severally (c), but not jointly) agrees to make Australian Dollar Loans in Australian Dollars to each Australian Subsidiary Borrower from time to time during the Revolving Credit Commitment Period in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount not to exceed the Available Australian Commitment of Loans requested such Australian Dollar Lender in accordance with the terms of Annex C hereto (which for this purpose shall be computed as though the amount in subclause (b)(i) in the Company's notice. The respective amount definition thereof is $0); provided that, after giving effect to the making of such Australian Dollar Loans, the Aggregate Australian Revolving Extensions of Credit will not exceed the Australian Commitments; and (viii) each Bank's Commitment and its Commitment Percentage Canadian Dollar Lender, which shall be a Facility D Lender or an affiliate thereof, severally (but not jointly) agrees to make Canadian Dollar Loans in Canadian Dollars to each Canadian Subsidiary Borrower from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Canadian Commitment of such Canadian Dollar Lender in accordance with the terms of Annex D hereto (which for this purpose shall be computed as set forth though the amount in Schedule 1 attached heretosubclause (b)(i) in the definition thereof is $0); provided that, after giving effect to the making of such Canadian Dollar Loans, the Aggregate Canadian Revolving Extensions of Credit will not exceed the Canadian Commitment. (b) Notwithstanding any other provision of this Agreement but subject to During the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) Commitment Period the Borrower and all Swing Line Loans outstanding exceed the Total Commitment of Subsidiary Borrowers may use the Banks then in effect. The Dollar Equivalent of the principal amount of Revolving Credit Commitments by borrowing, repaying the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limitswhole or in part, and subject to reborrowing, all of in accordance with the other terms and conditions set forth hereof. Except as provided in this AgreementAnnex B, the Company may borrowAnnex C or Annex D, prepay pursuant to Section 2.7 hereof, and reborrow each Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, Lender shall only be required to make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c(x) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.(y)

Appears in 2 contracts

Samples: Credit Agreement (Scotts Miracle-Gro Co), Credit Agreement (Scotts Miracle-Gro Co)

Revolving Credit Commitment. (a) Subject The Borrowers may, upon notice to the terms and conditions hereofAdministrative Agent from the Borrower Agent, each of terminate the Banks severally agrees to make revolving credit loans (individually, a "Aggregate Revolving Credit Loan" andCommitments, collectively the "Revolving Letter of Credit Loans") in Dollars and/or Optional Currency to Sublimit or the Company Swing Line Sublimit, or from time to time during permanently reduce the Commitment PeriodAggregate Revolving Credit Commitments, upon the Letter of Credit Sublimit or the Swing Line Sublimit; provided that (i) any such notice shall be received by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject not later than 11:00 a.m. three (3) Business Days prior to the following paragraphs date of termination or reduction, (bii) any such partial reduction shall be in an aggregate amount of $25,000,000 or any whole multiple of $5,000,000 in excess thereof, (iii) no such partial reduction shall result in the Aggregate Revolving Credit Commitments being less than $75,000,000, (iv) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Credit Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Credit Outstandings would exceed the Aggregate Revolving Credit Commitments, (B) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of Letter of Credit Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, or (C) the Swing Line Sublimit if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit and (c)v) if, in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all any reduction or termination of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Loans outstanding exceed Sublimit exceeds the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Aggregate Revolving Credit Loans outstanding from each Bank Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit. Any reduction of the Aggregate Revolving Credit Commitments shall be applied to the Company shall not at Revolving Credit Commitment of each Revolving Credit Lender according to its Applicable Revolving Credit Percentage. All fees accrued until the effective date of any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum termination of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Aggregate Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan Commitments shall be made with an Interest Period extending beyond paid on the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts effective date of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Officesuch termination.

Appears in 1 contract

Samples: Credit Agreement (Roadrunner Transportation Systems, Inc.)

Revolving Credit Commitment. (a) Subject to and in reliance upon the terms --------------------------- terms, conditions, representations and conditions hereofwarranties contained in this Agreement, each of the Banks severally Lender agrees to make revolving credit loans to each Borrower in one or more advances, (individually, a a) under the Tranche A Commitment ("Tranche A Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to so ------------------------- long as the Company from time to time during the Commitment Period, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), in an amount equal to such Bank's Commitment Percentage aggregate of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Tranche A Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding exceed never exceeds the Total Commitment lesser of the Banks then in effect. The Dollar Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus Borrowing Base or (ii) the sum Tranche A Commitment, and (b) under the Tranche B Commitment ("Tranche B Revolving Loans") so long as the ------------------------- aggregate of the aggregate principal amount Tranche B Revolving Loans outstanding never exceeds the Tranche B Commitment. Lender shall have no obligation to make any Revolving Credit Loan on a non-Business Day, or on or after the Tranche A Commitment Termination Date in the case of all Swing Line Tranche A Revolving Loans outstandingor the Tranche B Commitment Termination Date in the case of Tranche B Revolving Loans; provided that Borrowers' -------- obligations and Lender's Rights under the Loan Documents shall continue in full force and effect until the Obligation is paid and performed in full. Within During the foregoing limitsTranche A Commitment Period with respect to Tranche A Revolving Loans, and subject during the Tranche B Commitment Period with respect to Tranche B Revolving Loans, Borrowers may borrow, repay and reborrow such Revolving Credit Loans in whole or part, all of the other in accordance with terms and conditions set forth in of this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Loan Agreement (Petroglyph Energy Inc)

Revolving Credit Commitment. (a) Subject The Borrowers may, upon notice to the terms and conditions hereofAdministrative Agent from the Borrower Agent, each of terminate the Banks severally agrees to make revolving credit loans (individually, a "Aggregate Revolving Credit Loan" andCommitments, collectively the "Revolving Letter of Credit Loans") in Dollars and/or Optional Currency to Sublimit or the Company Swing Line Sublimit, or from time to time during permanently reduce the Commitment PeriodAggregate Revolving Credit Commitments, upon the Letter of Credit Sublimit or the Swing Line Sublimit; provided that (i) any such notice shall be received by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject not later than 11:00 A.M. five Business Days prior to the following paragraphs date of termination or reduction, (bii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $5,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Credit Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Credit Outstandings would exceed the Aggregate Revolving Credit Commitments, (B) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of Letter of Credit Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, or (C) the Swing Line Sublimit if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit and (c)iv) if, in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all any reduction or termination of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Loans outstanding exceed Sublimit exceeds the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Aggregate Revolving Credit Loans outstanding from each Bank to Commitments, such Sublimit shall be automatically reduced by the Company shall not at any time exceed amount of such excess; provided further that notwithstanding the notice requirement set forth in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times clause (i) the Total Commitment minus (ii) the sum of the aggregate principal amount foregoing proviso, the prepayment of all the Loans in connection with the Specialty Disposition shall be accompanied by a permanent reduction in Revolving Credit Commitments to $80,000,000 concurrently with such prepayment. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Loans outstandingSublimit. Within the foregoing limits, and subject to all Any reduction of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Aggregate Revolving Credit Loans. (c) Notwithstanding Commitments shall be applied to the foregoing, Revolving Credit Commitment of each Revolving Credit Lender according to its Applicable Revolving Credit Percentage. All fees accrued until the effective date of any termination of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Aggregate Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan Commitments shall be made with an Interest Period extending beyond paid on the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts effective date of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Officesuch termination.

Appears in 1 contract

Samples: Credit Agreement (Ascent Industries Co.)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofof this Agreement, each from the date of this Agreement to but excluding July 1, 2002 (the Banks severally agrees to "Revolving Credit Commitment Termination Date"), provided that no Event of Default then has occurred and is continuing, Bank will make revolving credit loans (collectively, the "Revolving Loans" and individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to the Company Borrower as Borrower may request from time to time during the Commitment Periodtime; provided, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c)however, in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of that the aggregate principal amount of all such Revolving Loans outstanding at any one time shall not exceed Nine Million Dollars ($9,000,000) (the "Revolving Credit Commitment"). Within the limits of time and amount set forth in this Section 2.1, Borrower may borrow, repay and reborrow Revolving Loans outstanding (after giving effect under the Revolving Credit Commitment. All Revolving Loans shall be requested before the Revolving Credit Commitment Termination Date, on which date all unpaid principal of and accrued interest on all Revolving Loans shall be due and payable. Borrower's obligation to all Loans requested) and all Swing Line Loans outstanding exceed the Total Commitment of the Banks then in effect. The Dollar Equivalent of repay the principal amount of all Revolving Loans, together with accrued interest thereon, shall be evidenced by a promissory note issued by Borrower in favor of Bank (the "Revolving Note") on the standard form used by Bank to evidence its commercial loans. The Revolving Note shall replace and supersede that certain Promissory Note (Base Rate) dated June 10, 2000, issued by Borrower in favor of Bank pursuant to the Prior Agreement. Bank shall enter the amount of each Revolving Loan, and any payments thereof, in its books and records, and such entries shall be prima facie evidence of the amount outstanding under the Revolving Credit Loans outstanding from each Commitment. The failure of Bank to the Company make any notation in its books and records shall not at any time exceed discharge Borrower of its obligation to repay in the aggregate an amount (after giving effect to full with interest all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum amounts borrowed hereunder. The proceeds of the aggregate principal amount of all Swing Line Revolving Loans outstanding. Within shall be disbursed for the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions purposes set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans 2.4(a) hereof pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Companydisbursement instructions provided to Bank on Bank's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereonstandard form therefor. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (Diodes Inc /Del/)

Revolving Credit Commitment. (a) Subject to and upon the terms and conditions hereofof this Agreement, (i) each of the Banks Facility A Lender severally (but not jointly) agrees to make revolving credit loans (individuallyFacility A Loans in Dollars, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or euros and any Optional Currency to the Company Borrower and/or the Regular Subsidiary Borrowers from time to time during the Revolving Credit Commitment Period, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), Period in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount not to exceed at any one time the Available Facility A Commitment of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1such Facility A Lender; provided that, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding the making of such Facility A Loans, the Aggregate Facility A Revolving Extensions of Credit will not exceed the Total Facility A Commitments; (ii) each Facility B Lender severally (but not jointly) agrees to make Facility B Loans in Dollars, euros, and any Optional Currency to the Borrower and/or the Regular Subsidiary Borrowers from to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Facility B Commitment of such Facility B Lender (which for this purpose shall be computed as though the Banks then amount in effect. The Dollar Equivalent subclause (b) (i) in the definition thereof is $0); provided that, after giving effect to the making of such Facility B Loans, the Aggregate Facility B Revolving Extensions of Credit will not exceed the Facility B Commitments; (iii) each Facility C Lender severally (but not jointly) agrees to make Facility C Loans in Dollars, euros, and any Optional Currency to the Borrower and/or the Regular Subsidiary Borrowers from to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Facility C Commitment of such Facility C Lender; provided that, after giving effect to the making of such Facility C Loans, the Aggregate Facility C Revolving Extensions of Credit will not exceed the Facility C Commitments (which for this purpose shall be computed as though the amount in subclause (b)(i) in the definition thereof is $0); (iv) each Facility D Lender severally (but not jointly) agrees to make Facility D Loans in Dollars, euros, and any Optional Currency to the Borrower and/or the Regular Subsidiary Borrowers from to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Facility D Commitment of such Facility D Lender (which for this purpose shall be computed as though the amount in subclause (b) (i) in the definition thereof is $0); provided that, after giving effect to the making of such Facility D Loans, the Aggregate Facility D Revolving Extensions of Credit will not exceed the Facility D Commitments; (v) each Sterling Lender, which shall also be a Facility B Lender or an affiliate thereof, severally (but not jointly) agrees to make Sterling Loans in Sterling or euros to each Sterling Subsidiary Borrower from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Sterling Commitment of such Sterling Lender in accordance with the terms of Annex B hereto (which for this purpose shall be computed as though the amount in subclause (b) (i) in the definition thereof is $0); provided that, after giving effect to the making of such Sterling Loans, the Aggregate Sterling Revolving Extensions of Credit will not exceed the Sterling Commitments; (vi) each Australian Dollar Lender, which shall be a Facility C Lender or an affiliate thereof, severally (but not jointly) agrees to make Australian Dollar Loans in Australian Dollars to each Australian Subsidiary Borrower from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Australian Commitment of such (i) in the definition thereof is $0); provided that, after giving effect to the making of such Australian Dollar Loans, the Aggregate Australian Revolving Extensions of Credit will not exceed the Australian Commitments; and (vii) each Canadian Dollar Lender, which shall be a Facility D Lender or an affiliate thereof, severally (but not jointly) agrees to make, Canadian Dollar Loans in Canadian Dollars to each Canadian Subsidiary Borrower from time to time during the Revolving Credit Commitment Period in an aggregate principal amount not to exceed the Available Canadian Commitment of such Canadian Dollar Lender in accordance with the terms of Annex D hereto (which for this purpose shall be computed as though the amount in subclause (b) (i) in the definition thereof is $0); provided that, after giving effect to the making of such Canadian Dollar Loans, the Aggregate Canadian Revolving Extensions of Credit will not exceed the Canadian Commitment. During the Revolving Credit Commitment Period the Borrower and the Subsidiary Borrowers may use the Revolving Credit Commitments by borrowing, repaying the Revolving Credit Loans outstanding from in whole or in part, and reborrowing, all in accordance with the terms and conditions hereof. Except as provided in Annex B, Annex C or Annex D, each Bank Revolving Credit Lender shall only be required to make Revolving Credit Loans (x) in Dollars, (y) in euros and (z) in Optional Currencies. The Borrower and Regular Subsidiary Borrowers may make ABR Loan and LIBOR Loan borrowings in Dollars and may make LIBOR Loan borrowings in euros and any Optional Currency under any Revolving Facility. Foreign Subsidiary Borrowers may make borrowings under the Company Revolving Facilities as provided for in Annex B, Annex C or Annex D. Each Facility B Lender, in respect of Sterling Loans, Facility C Lender, in respect of Australian Dollar Loans, and Facility D Lender in respect of Canadian Dollar Loans, agrees that each of its Lending Installations making or holding Sterling Loans, Australian Dollar Loans or Canadian Dollar Loans hereunder shall not at be on the date hereof, on the date any time exceed in the aggregate an amount (such Loans are made hereunder and, after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay an assignment pursuant to Section 2.7 subsection 10.6 hereof, and reborrow Revolving Credit Loans. (c) Notwithstanding the foregoingan Eligible U.K. Bank, each of the Banks agrees to, on one an Eligible Australian Bank or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereofan Eligible Canadian Bank, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Officecase may be.

Appears in 1 contract

Samples: Credit Agreement (Scotts Company)

Revolving Credit Commitment. (a) Subject to and upon the terms and conditions hereofof this Agreement, each of the Banks Revolving Credit Lender severally (but not jointly) agrees to make revolving credit loans (individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency Loans to the Company Borrower and/or the Subsidiary Borrowers from time to time during the Revolving Credit Commitment Period, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), Period in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount not to exceed the Available Revolving Credit Commitment of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject such Revolving Credit Lender; provided that, after giving effect to the following paragraph making of such Revolving Credit Loans, the Aggregate Revolving Extensions of Credit will not exceed the Revolving Credit Commitments and provided further that the Revolving Credit Lenders shall not make any Revolving Credit Loans in Optional Currencies if, after giving effect to the making of any such Revolving Credit Loan, (ci) the sum of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all then outstanding Revolving Credit Loans in Optional Currencies other than Sterling and the then outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding L/C Obligations in Optional Currencies other than Sterling would exceed the Total Commitment of the Banks then in effect. The Dollar Optional Currency Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus $120,000,000 or (ii) the sum of the aggregate principal amount outstanding Revolving Credit Loans in Optional Currencies including Sterling and outstanding L/C Obligations in Optional Currencies including Sterling would exceed the Optional Currency Equivalent of all Swing Line $225,000,000 and provided further that no more than the Dollar Equivalent of $75,000,000 in Revolving Credit Loans outstandingshall be made on the Closing Date. Within During the foregoing limitsRevolving Credit Commitment Period the Borrower and the Subsidiary Borrowers may use the Revolving Credit Commitments by borrowing, repaying the Revolving Credit Loans in whole or in part, and subject to reborrowing, 47 41 all of in accordance with the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow . Each Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, Lender shall only be required to make Revolving Credit Loans (x) in Dollars (y) in the Optional Currencies listed with its name on Schedule 1 and from the Lending Installation outside of the United States listed with its name on Schedule 1 and (z) in such other Optional Currencies and from such other Lending Installations outside of the United States as it may agree from time to time by notice to the Company solely for Administrative Agent. The Administrative Agent shall use reasonable efforts in designating from time to time which of the purposes Revolving Credit Lenders willing to lend in the requested currency and from Lending Installations in any requested jurisdiction shall participate in the making of repaying Swing Line any Revolving Credit Loan requested to be made, and in the respective amounts to be lent by them and which of the Revolving Credit Loans pursuant shall be repaid with repayments, in order to Section 3.4 hereof. Section 3 hereof shall govern accommodate the Company's obligations requests of the Borrower and the Subsidiary Borrowers with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans to make from time to time the aggregate outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by ratable among the Company and notified to Revolving Credit Lenders as reasonably practicable in the judgment of the Administrative Agent Agent. The Borrower and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars orDomestic Subsidiary Borrowers may, subject to Section 2.4 hereofSchedule 1, make ABR Loan and LIBOR Loan borrowings in an Dollars and may make LIBOR Loan borrowings in any Optional CurrencyCurrency under the Revolving Credit Facility. Eurocurrency Loans Foreign Subsidiary Borrowers may, subject to Schedule 1, make LIBOR Loan borrowings in Dollars or in any Optional Currency under the Revolving Credit Facility. Each Lender agrees that each of its Lending Installations listed on Schedule 1 and subsequently agreed from time to time in Belgium, France, Germany and the United Kingdom shall be made and maintained by on the Administrative Agent for date hereof or the accounts date of such agreement an Eligible Belgian Bank, an Eligible French Bank, an Eligible German Bank or an Eligible U.K. Bank, as the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Officecase may be.

Appears in 1 contract

Samples: Credit Agreement (Scotts Company)

Revolving Credit Commitment. (ai) On the Effective Date, subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Prepetition Lender severally agrees to restructure and rearrange a portion of the Debt owing to it under the Prepetition Credit Agreement as Revolving Loans hereunder by committing to make, from time to time in accordance with clause (ii) below, Revolving Loans to the Borrower hereunder in an amount equal to the lesser of (x) such Revolving Credit Lender’s Maximum Revolving Credit Amount and (y) such Revolving Credit Lender’s Revolving Credit Commitment. On the Effective Date, pursuant to the Plan of Reorganization, Revolving Loans shall be deemed to be advanced by the Revolving Credit Lenders in an aggregate principal amount of $850,000,000. (ii) Subject to the terms and conditions hereofand relying upon the representations and warranties herein set forth, each of the Banks severally Revolving Credit Lender agrees to make revolving credit loans Revolving Loans to the Borrower during the Availability Period in an aggregate principal amount that will not result in (individually, a "i) such Revolving Credit Loan" and, collectively the "Lender’s Revolving Credit Loans"Exposure exceeding such Revolving Credit Lender’s Revolving Credit Commitment or (ii) in Dollars and/or Optional Currency to the Company from time to time during total Revolving Credit Exposures of all Revolving Credit Lenders exceeding the Commitment Period, upon notice by total Revolving Credit Commitments. Within the Company to the Administrative Agent given in accordance with Section 2.3 hereof foregoing limits and subject to the following paragraphs (b) and (c), in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding exceed the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreementherein, the Company Borrower may borrow, prepay pursuant to Section 2.7 hereof, repay and reborrow the Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (Vanguard Natural Resources, Inc.)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofhereof and relying upon the representations and warranties herein set forth, each of the Banks severally Lender agrees to make revolving credit loans (individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency advance funds to the Company Borrower at any time or from time to time during the Commitment Periodterm hereof, upon notice by provided that after giving effect to any particular advance the Company Loan amount outstanding at any one time shall not exceed the amount which would be permitted to be outstanding under the Administrative Agent given in accordance with Section 2.3 hereof Sublimits. Within such limits of time and amount and subject to the following paragraphs (b) other provisions of this Agreement, Borrower may borrow, repay and (c)reborrow pursuant to this Section 2.1. All advances under this Agreement, in an amount equal to such Bank's Commitment Percentage the Revolving Credit Note and any Fixed Rate Note constitute a single indebtedness, and all of the aggregate principal amount Collateral is security for the Revolving Credit Note, any and all Fixed Rate Notes then outstanding and for the performance of Loans requested in all of the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached heretoObligations. (b) Notwithstanding any other provision of this Agreement but subject Prior to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent twenty-fourth month anniversary of the sum of Closing Date, (the "Expansion Option Date") Borrower shall have the one-time right to increase the Commitment as described below, up to a maximum aggregate principal amount of all Revolving Credit Loans outstanding TWO HUNDRED FIFTY MILLION and NO/100 Dollars (after giving effect to all Loans requested$250,000,000.00); provided, that (x) and all Swing Line Loans outstanding exceed Borrower shall be in compliance with the Total Commitment Sublimits, (y) Borrower shall be in good standing under its jurisdiction of the Banks then in effect. The Dollar Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed formation and, if required by law in the aggregate an amount applicable jurisdiction where a Collateral Pool Property is located, shall be qualified to do business and in good standing in each jurisdiction where the Collateral Pool Properties are located and (after giving effect to all Loans requestedz) equal to there are no Potential Defaults or Event of Default(s) that have occurred and are continuing. Borrower shall exercise such Bank's Commitment Percentage times right by (i) delivering to Lender on or prior to the Total Commitment minus Expansion Option Date written Notice of its intent to increase the Commitment, which Notice shall be accompanied by a deposit for all reasonable costs and expenses that Lender and Servicer may incur in connection with documenting such increase, including, but not limited to, reasonable attorneys' fees and (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, by executing and subject where appropriate acknowledging (a) amendments to all of the other terms and conditions set forth in this Agreement, the Company may borrowRevolving Credit Note and any of the other Loan Documents, prepay pursuant in form and substance reasonably acceptable to Section 2.7 hereofLender, as Lender deems necessary to evidence the increase in the Commitment, and reborrow Revolving Credit Loans. (cb) Notwithstanding any other amendments or agreements deemed necessary by Lender, including, but not limited to, amendments to the foregoing, each title insurance policy(ies) increasing the amount of coverage provided thereunder. All amendments referred to in clause (ii)(a) of the Banks agrees preceding sentence shall be prepared by Lender's counsel and delivered to Borrower within a reasonable time of Borrower's Notice to Lender under clause (i) of the preceding sentence. Upon Borrower's compliance with all of the provisions of this Section 2.1(b) and upon Borrower's payment or reimbursement of all reasonable costs and expenses that Lender and Servicer incurred in connection with documenting the increase of the Commitment contemplated hereunder (including, but not limited to, on one or more occasions during reasonable attorneys' fees) that exceed any deposit delivered by Borrower above, the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans shall be increased to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the an aggregate principal amount of Revolving Credit Loans TWO HUNDRED FIFTY MILLION and Swing Line Loans outstanding NO/100 Dollars ($250,000,000.00). Borrower shall have the right at any time to exceed request an increase in the Total Commitment then Commitment; if such request occurs on or after the Expansion Option Date or is for amounts in effectexcess of an aggregate amount of TWO HUNDRED FIFTY MILLION and NO/100 Dollars ($250,000,000.00), the Company shall immediately prepay any such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan request shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, Lender's approval in an Optional Currency. Eurocurrency Loans its sole discretion and subject to re-pricing and such other conditions as Lender shall be made and maintained by the Administrative Agent for the accounts of the Banks at require in its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Officesole discretion.

Appears in 1 contract

Samples: Credit Agreement (Essex Property Trust Inc)

Revolving Credit Commitment. (a) Subject The Borrowers may, upon notice to the terms and conditions hereofAdministrative Agent from the Borrower Agent, each of terminate the Banks severally agrees to make revolving credit loans (individually, a "Aggregate Revolving Credit Loan" andCommitments, collectively or the "Revolving Letter of Credit Loans") in Dollars and/or Optional Currency to Sublimit or the Company Swing Line Sublimit, or from time to time during permanently reduce the Commitment PeriodAggregate Revolving Credit Commitments, upon the Letter of Credit Sublimit or the Swing Line Sublimit; provided that (i) any such notice shall be received by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject not later than 11:00 A.M. five (5) Business Days prior to the following paragraphs date of termination or reduction, (bii) any such partial reduction shall be in an aggregate amount of $5,000,000 or any whole multiple of $5,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Credit Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Credit Outstandings would exceed the Aggregate Revolving Credit Commitments, (B) the Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of Letter of Credit Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, or (C) the Swing Line Sublimit if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit and (c)iv) if, in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all any reduction or termination of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Loans outstanding exceed Sublimit exceeds the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Aggregate Revolving Credit Loans outstanding from each Bank Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit. Any reduction of the Aggregate Revolving Credit Commitments shall be applied to the Company shall not at Revolving Credit Commitment of each Revolving Credit Lender according to its Applicable Percentage. All fees accrued until the effective date of any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum termination of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Aggregate Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan Commitments shall be made with an Interest Period extending beyond paid on the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts effective date of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Officesuch termination.

Appears in 1 contract

Samples: Credit Agreement (Ferroglobe PLC)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofset forth in this Agreement and so long as no Default or Event of Default has occurred and is continuing, each of during the Banks severally Revolving Credit Period, Lender agrees to make revolving credit such loans to the Company (individually, a "Revolving Credit Loan" andand collectively, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to as the Company may from time to time request pursuant to Section 2.04. Each Revolving Credit Loan under this Section 2.01(a) which is a Revolving Credit Prime Loan shall be for an aggregate principal amount of at least $100,000.00 or any larger multiple of $25,000.00. Each Revolving Credit Loan under this Section 2.01(a) which is a Revolving Credit LIBOR Loan shall be for an aggregate principal amount of at least $500,000.00 or any larger multiple of $100,000.00. The aggregate principal amount of Revolving Credit Loans which Lender shall be required to have outstanding under this Agreement as of any date shall not exceed the sum of (i) the lesser of (A) the amount of Lender's Revolving Credit Commitment as of such date or (B) the Borrowing Base as of such date minus (ii) the aggregate undrawn face amount of all Letters of Credit outstanding as of such date plus all unreimbursed drawings with respect thereto. In no event shall the Total Revolving Credit Outstandings as of any date exceed the lesser of (i) the amount of Lender's Revolving Credit Commitment as of such date or (ii) the Borrowing Base as of such date. Within the foregoing limits, the Company may borrow under this Section 2.01(a), prepay under Section 2.11 and reborrow at any time during the Commitment Revolving Credit Period under this Section 2.01(a). All Revolving Credit Loans not paid prior to the last day of the Revolving Credit Period, upon notice together with all accrued and unpaid interest thereon and all fees and other amounts owing by the Company to Lender with respect thereto, shall be due and payable on the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), in an amount equal to such Bank's Commitment Percentage last day of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached heretoRevolving Credit Period. (b) Notwithstanding any other provision The Company shall deliver to Lender on the date of execution of this Agreement but subject (with respect to the following paragraph fiscal month of Borrower ended on February 24, 2002) and by the fifteenth (c15th) day of this Section 2.1each calendar month hereafter commencing April 15, 2002 (or at no such other intervals as Lender shall require from time to time), a borrowing base certificate in the form of Exhibit A attached hereto and incorporated herein by reference (or in such other form as Lender shall require from time to time) (each, a "Borrowing Base Certificate") (together with such supporting information as Lender may reasonably request in connection therewith) setting forth: (i) the Dollar Equivalent Borrowing Base and its components as of the sum end of the immediately preceding calendar month; (ii) the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding exceed the Total Commitment as of the Banks then in effect. The Dollar Equivalent end of the principal immediately preceding calendar month; (iii) the aggregate undrawn face amount of all Letters of Credit outstanding as of the Revolving Credit Loans outstanding from each Bank to end of the Company shall not at any time exceed in the aggregate an amount immediately preceding calendar month plus all unreimbursed drawings with respect thereto; and (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (iiv) the Total Commitment minus (ii) difference, if any, between the Borrowing Base and the sum of the aggregate principal amount Total Revolving Credit Outstandings as of all Swing Line Loans outstandingthe end of the immediately preceding calendar month. Within the foregoing limits, and The Borrowing Base shown in such Borrowing Base Certificate (subject to all adjustment for collections of Accounts received by Lender since the date of such Borrowing Base Certificate) shall be and remain the Borrowing Base hereunder until the next Borrowing Base Certificate is delivered to Lender, at which time the Borrowing Base shall be the amount shown in such subsequent Borrowing Base Certificate. Each Borrowing Base Certificate shall be certified as to truth and accuracy by the President or the chief financial officer of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit LoansCompany. (c) Notwithstanding If the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Total Revolving Credit Loans to Outstandings on any date are greater than the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effectBorrowing Base on such date, the Company shall be automatically required (without demand or notice of any kind by Lender, all of which are hereby expressly waived by the Company) to immediately prepay such excess repay the Revolving Credit Loans and/or surrender for cancellation the outstanding Letters of Credit, in either case in an amount together with any interest accrued thereonsufficient to reduce the amount of the Total Revolving Credit Outstandings to an amount equal to or less than the amount of the Borrowing Base. (d) The If the amount of Lender's Revolving Credit Commitment on any date is less than the Total Revolving Credit Outstandings on such date, whether as a result of the Company's election to decrease the amount of Lender's Revolving Credit Commitment pursuant to Section 2.01(e) or otherwise, the Company shall be automatically required (without demand or notice of any kind by Lender, all of which are hereby expressly waived by the Company) to immediately repay the Revolving Credit Loans may be Eurocurrency Loans and/or surrender for cancellation the outstanding Letters of Credit, in either case in an amount sufficient to reduce the amount of the Total Revolving Credit Outstandings to an amount equal to or Prime Rate Loansless than the amount of Lender's Revolving Credit Commitment. (e) The Company may, upon five (5) Business Days' prior written notice to Lender, terminate entirely at any time, or combinations thereofreduce from time to time by an aggregate amount of $1,000,000.00 or any larger multiple of $500,000.00 the unused portions of Lender's Revolving Credit Commitment; provided, however, that (i) at no time shall the amount of Lender's Revolving Credit Commitment be reduced to a figure less than the Total Revolving Credit Outstandings, (ii) at no time shall the amount of Lender's Revolving Credit Commitment be reduced to a figure greater than zero but less than $1,000,000.00 and (iii) any such termination or reduction shall be permanent and the Company shall have no right to thereafter reinstate or increase, as determined by the Company and notified to case may be, Lender's Revolving Credit Commitment. If (i) the Administrative Agent and the Banks Revolving Credit Commitments have been terminated in accordance with Section 2.3; provided that full, (ii) no Eurocurrency Loan Letters of Credit shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollarsremain outstanding, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts (iii) all of the Banks at its Eurocurrency Lending Office, Company's Obligations have been indefeasibly paid in full in cash and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts (iv) all of the Banks at its Domestic Lending OfficeXxXxxxx Properties' Obligations have been indefeasibly paid in full in cash, then this Agreement shall terminate.

Appears in 1 contract

Samples: Loan Agreement (Labarge Inc)

Revolving Credit Commitment. (a) Subject The Lender agrees, subject to the terms and conditions of this Agreement, to make Revolving Credit Loans in United States Dollars to the Borrower for a period terminating on the earlier of the Revolving Credit Maturity Date or the termination in full of the Revolving Credit Commitment of the Lender pursuant to Article XII hereof, each of at such times and in such amounts as the Banks severally agrees to make revolving credit loans (individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to the Company from time to time during the Commitment Period, upon notice by the Company to the Administrative Agent given Borrower shall request in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c)provisions of this Agreement, in an amount equal to such Bank's Commitment Percentage of provided that the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding exceed the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank at any one time shall not exceed the Revolving Credit Commitment. Within the limits of the Revolving Credit Commitment, and subject to the Company provisions of this Agreement, the Borrower may borrow, repay, and reborrow from time to time for a period from the date hereof to and including the earlier of the Revolving Credit Maturity Date or the termination in full of the Revolving Credit Commitment of the Lender pursuant to Article XII hereof. The Revolving Credit Commitment shall not at any time exceed have a sublimit in the aggregate an amount of Fifteen Million Dollars ($15,000,000.00) to finance working capital needs of the Borrower (the "Working Capital Sublimit"), and a sublimit in the amount of Ten Million Dollars ($10,000,000.00) for Acquisition purposes (the "Acquisition Sublimit"). (b) Any Revolving Credit Loan made under this Article II and, to the extent permitted by law, interest thereon which is not paid when due (whether at stated maturity, by acceleration, or otherwise), after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times any applicable cure period, shall bear interest at the Default Rate (i) computed on the Total Commitment minus (ii) actual number of days elapsed over a 360-day year). In addition, any judgment obtained by Lender in connection with any amounts due under this Agreement or the sum of Note shall also bear interest at the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit LoansDefault Rate. (c) Notwithstanding Borrower shall arrange its borrowings under the foregoing, each Revolving Credit Loan such that the aggregate outstanding principal balance of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to shall not exceed One Thousand Dollars ($1,000.00) for thirty (30) consecutive days during the Company solely for term of the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereonLoan. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (Technisource Inc)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofset forth in this Agreement and so long as no Default or Event of Default has occurred and is continuing, each of during the Banks severally Revolving Credit Period, Lender agrees to make revolving credit such loans to Borrower (individually, a "Revolving Credit Loan" and”; and collectively, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to the Company as Borrower may from time to time during request pursuant to Section 2.01(b). Each Revolving Credit Loan under this Section 2.01(a) shall be for an aggregate principal amount of at least $500,000 or any larger multiple of $25,000. The aggregate principal amount of Revolving Credit Loans which Lender shall be required to have outstanding under this Agreement as of any date shall not exceed the amount of Lender’s Revolving Credit Commitment Period, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), in an amount equal to as of such Bank's Commitment Percentage of date. In no event shall the aggregate principal amount of all Revolving Credit Loans requested in outstanding as of any date exceed the Company's notice. The respective amount of each Bank's Lender’s Revolving Credit Commitment as of such date. Within the foregoing limits, Borrower may borrow under this Section 2.01(a), prepay under Section 2.04(e) and its Commitment Percentage reborrow at any time during the Revolving Credit Period under this Section 2.01(a). All Revolving Credit Loans not paid prior to the last day of the Revolving Credit Period, together with all accrued and unpaid interest thereon and all fees and other amounts owing by Borrower to Lender with respect thereto, shall be as set forth in Schedule 1 attached heretodue and payable on the last day of the Revolving Credit Period. (b) Notwithstanding Borrower shall give oral or written notice to Lender by 10:00 a.m. (St. Louis time) on the Business Day of each advance of a Revolving Loan specifying (a) the date of such advance, which must be a Business Day, and (b) the aggregate principal amount of such advance. Unless Lender determines that any other provision applicable condition specified in Section 3 of this Agreement but subject has not been satisfied, Lender shall make the proceeds of the advance available to Borrower by crediting such funds to a demand deposit account (or such other account mutually agreed upon in writing between Lender and Borrower) at Lender specified by Borrower. Borrower hereby irrevocably authorizes Lender to rely on telephonic, telegraphic, telecopy, telex or written instructions of any individual identifying himself or herself as one of the following paragraph individuals listed on Schedule 2.01(b) attached hereto (or any other individual from time to time authorized to act on behalf of Borrower pursuant to a resolution adopted by the Board of Directors of Borrower and certified by the Secretary of Borrower and delivered to Lender) with respect to any request to make an advance or a repayment hereunder, and on any signature which Lender believes to be genuine, and Borrower shall be bound thereby in the same manner as if such individual were actually authorized or such signature were genuine. Borrower also hereby agrees to indemnify Lender and hold Lender harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys’ fees and expenses) relating to or arising out of or in connection with the acceptance of instructions for making advances or repayments hereunder. (c) If the amount of this Section 2.1Lender’s Revolving Credit Commitment on any date is less than the aggregate principal amount of all Revolving Credit Loans outstanding as of such date, at no time Borrower shall be automatically required (without demand or notice of any kind by Lender, all of which are hereby expressly waived by Borrower) to immediately repay the Dollar Equivalent of Revolving Credit Loans in an amount sufficient to reduce the sum amount of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect as of such date to all Loans requested) and all Swing Line Loans outstanding exceed an amount equal to or less than the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Lender’s Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit LoansCommitment. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Loan Agreement (Mercantile Bancorp, Inc.)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofof this Agreement, each during the period from the effective date of this Agreement to but excluding the Banks severally agrees to Revolving Credit Commitment Termination Date, provided that no Default or Event of Default then has occurred and is continuing, Bank will make revolving credit loans (collectively, the "Revolving Loans" and individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to the Company Borrower as Borrower may request from time to time during the Commitment Periodtime; provided, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c)however, in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of that the aggregate principal amount of all such Revolving Loans outstanding at any one time shall not exceed Twenty-Five Million Dollars ($25,000,000) or such lesser amount to which it may (in Borrower’s discretion) be hereafter reduced pursuant to Section 2.8 below (the "Revolving Credit Commitment"). Each Revolving Loan requested and made hereunder shall be in a principal amount of not less than Five Hundred Thousand Dollars ($500,000) or in an integral multiple of One Hundred Thousand Dollars ($100,000) in excess thereof. Within the limits of time and amount set forth in this Section 2.1, Borrower may borrow, repay and reborrow Revolving Loans under the Revolving Credit Commitment. All Revolving Loans shall be requested before the Revolving Credit Commitment Termination Date, on which date all outstanding principal of and accrued but unpaid interest on the Revolving Loans shall be due and payable. Borrower's obligation to repay the outstanding principal amount of all Revolving Loans, together with accrued but unpaid interest thereon, shall be evidenced by a promissory note issued by Borrower in favor of Bank (after giving effect the "Revolving Note") on the standard form used by Bank to all Loans requested) evidence its commercial loans. Bank shall enter the amount of each Revolving Loan, and all Swing Line Loans outstanding exceed the Total Commitment of the Banks then any payments thereof, in effect. The Dollar Equivalent its books and records, and such entries shall be prima facie evidence of the principal amount outstanding under the Revolving Credit Commitment. The failure of Bank to make any notation in its books and records shall not discharge Borrower from its obligation to repay in full with interest all amounts borrowed under the Revolving Credit Commitment. The proceeds of the Revolving Credit Loans outstanding from each Bank to shall be disbursed for the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions purposes set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans 2.3(a) hereof pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect disbursement instructions provided to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereonBank on Bank’s standard form therefor. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (J2 Global Communications Inc)

Revolving Credit Commitment. (ai) On the Effective Date, subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Prepetition Lender severally agrees to restructure and rearrange a portion of the Debt owing to it under the Prepetition Credit Agreement and the DIP Credit Agreement as Revolving Loans hereunder by committing to make, from time to time in accordance with clause (ii) below, Revolving Loans to the Borrower hereunder in an amount equal to the lesser of (x) such Revolving Credit Lender’s Maximum Revolving Credit Amount and (y) such Revolving Credit Lender’s Revolving Credit Commitment. On the Effective Date, pursuant to the Plan of Reorganization, Revolving Loans shall be deemed to be advanced by the Revolving Credit Lenders in an aggregate principal amount of $65,000,000. (ii) Subject to the terms and conditions hereofand relying upon the representations and warranties herein set forth, each of the Banks severally Revolving Credit Lender agrees to make revolving credit loans Revolving Loans to the Borrower during the Availability Period in an aggregate principal amount that will not result in (individually, a "i) such Revolving Credit Loan" and, collectively the "Lender’s Revolving Credit Loans"Exposure exceeding such Revolving Credit Lender’s Revolving Credit Commitment or (ii) in Dollars and/or Optional Currency to the Company from time to time during total Revolving Credit Exposures of all Revolving Credit Lenders exceeding the Commitment Period, upon notice by total Revolving Credit Commitments. Within the Company to the Administrative Agent given in accordance with Section 2.3 hereof foregoing limits and subject to the following paragraphs (b) and (c), in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding exceed the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreementherein, the Company Borrower may borrow, prepay pursuant to Section 2.7 hereof, repay and reborrow the Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (Grizzly Energy, LLC)

Revolving Credit Commitment. (a) Subject to and upon the terms and conditions hereofof this Agreement, each of the Banks Lender severally (but not jointly) agrees to make revolving credit loans (individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency Loans to the Company Borrower and the Subsidiary Borrowers from time to time during the Revolving Credit Commitment Period, upon notice by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), Period in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in not to exceed the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject Available Commitment; provided that, after giving effect to the following paragraph making of such Revolving Credit Loans, the Aggregate Outstanding Extensions of Credit will not exceed the Revolving Credit Commitments and provided further that no Lender shall make any Revolving Credit Loan in Optional Currencies if, after giving effect to the making of such Revolving Credit Loan, (ci) the sum of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all then outstanding Revolving Credit Loans in Optional Currencies other than Sterling and the then outstanding (after giving effect to all Loans requested) and all Swing Line Loans outstanding L/C Obligations in Optional Currencies other than Sterling would exceed the Total Commitment of the Banks then in effect. The Dollar Optional Currency Equivalent of the principal amount of the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus $50,000,000 or (ii) the sum of the aggregate principal amount outstanding Revolving Credit Loans in Optional Currencies including Sterling and outstanding L/C Obligations in Optional Currencies including Sterling would exceed the Optional Currency Equivalent of all Swing Line $250,000,000. During the Revolving Credit Commitment Period the Borrower and the Subsidiary Borrowers may use the Revolving Credit Commitments by borrowing, prepaying the Revolving Credit Loans outstanding. Within the foregoing limitsin whole or in part, and subject to reborrowing, all of in accordance with the other terms and conditions set forth hereof. The Borrower and Domestic Subsidiary Borrowers may make ABR Loan and LIBOR Loan borrowings in this Agreement, Dollars and may make LIBOR Loan borrowings in any Optional Currency under the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit Loans. (c) Notwithstanding Facility. Foreign Subsidiary Borrowers may make LIBOR Loan borrowings in Dollars or in any Optional Currency under the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans Facility. Any Revolving Credit Loan which is made to the Company solely Borrower or any Subsidiary Borrower, where the Borrower or such Subsidiary Borrower is a resident for taxation purposes in the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(cUnited Kingdom (i) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made by an Eligible U.K. Bank and (ii) any interest payable with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan respect thereto shall be denominated beneficially owned by such Eligible U.K. Bank, unless such Lender is unable to comply. In such event, the Borrower or the relevant Subsidiary Borrower desiring to make a Revolving Credit Loan borrowing shall state in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts notice requesting such advance that it is a resident of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent United Kingdom for the accounts of the Banks at its Domestic Lending Officetaxation purposes.

Appears in 1 contract

Samples: Credit Agreement (Scotts Company)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofset forth in this Agreement and so long as no Default or Event of Default has occurred and is continuing, each of during the Banks severally agrees Revolving Credit Period, Lender in its sole and absolute discretion may make such loans to make revolving credit loans Borrower (individually, a "Revolving Credit Loan" and”; and collectively, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to the Company as Borrower may from time to time during request pursuant to Section 2.01(b). Borrower hereby requests, and Lender hereby agrees to restructure the Commitment Period, upon notice indebtedness represented by the Company to the Administrative Agent given in accordance with Section 2.3 hereof and subject to the following paragraphs (b) and (c), in an amount equal to such Bank's Commitment Percentage of Secured Demand Notes by having $11,522,000.000 representing the aggregate principal amount of Loans requested in the Company's noticeSecured Demand Notes converted into a Revolving Loan. Each other Revolving Loan under this Section 2.01(a) shall be for an aggregate principal amount of at least $500,000 or any larger multiple of $25,000. The respective aggregate principal amount of each Bank's Revolving Loans which Lender may have outstanding under this Agreement as of any date shall not exceed the amount of Lender’s Revolving Credit Commitment as of such date. In no event shall the aggregate principal amount of all Revolving Loans outstanding as of any date exceed the amount of Lender’s Revolving Credit Commitment as of such date. Within the foregoing limits and its Commitment Percentage in Lender’s sole and absolute discretion, Borrower may borrow under this Section 2.01(a), prepay under Section 2.04(f) and reborrow at any time during the Revolving Credit Period under this Section 2.01(a), subject to the limitations and procedures contained in this Section 2.01. All Revolving Loans not paid prior to the last day of the Revolving Credit Period, together with all accrued and unpaid interest thereon and all fees and other amounts owing by Borrower to Lender with respect thereto, shall be as set forth in Schedule 1 attached heretodue and payable on the last day of the Revolving Credit Period. (b) Notwithstanding any other provision Borrower shall give written notice to Lender by 10:00 a.m. (Quincy, Illinois time) on the Business Day of each advance of a Revolving Loan specifying (a) the date of such advance, which must be a Business Day, and (b) the aggregate principal amount of such advance. If Lender determines in its sole and absolute discretion that it desires to make a Revolving Loan pursuant to the terms of this Agreement but subject and the conditions set forth in Section 3.02 are otherwise satisfied, Lender shall deliver the proceeds of the advance to an account identified to Lender by Borrower and Borrower shall execute such documents and instruments as reasonably requested by Lender. Borrower hereby irrevocably authorizes Lender to rely on telegraphic, telecopy, telex or written instructions of any individual identifying himself or herself as one of the individuals listed on Schedule 2.01(b) attached hereto (or any other individual from time to time authorized to act on behalf of Borrower pursuant to a resolution adopted by the Board of Directors of Borrower and certified by the Secretary of Borrower and delivered to Lender) with respect to any request to make an advance or a repayment hereunder, and on any signature which Lender believes to be genuine, and Borrower shall be bound thereby in the same manner as if such individual were actually authorized or such signature were genuine. Borrower also hereby agrees to indemnify Lender and hold Lender harmless from and against any and all claims, demands, damages, liabilities, losses, costs and expenses (including, without limitation, reasonable attorneys’ fees and expenses) relating to or arising out of or in connection with its decision to lend or not to lend funds pursuant to the following paragraph terms of this Agreement or the acceptance of instructions for making advances or repayments hereunder. (c) If the amount of this Section 2.1Lender’s Revolving Credit Commitment on any date is less than the aggregate principal amount of all Revolving Loans outstanding as of such date, at no time Borrower shall be automatically required (without demand or notice of any kind by Lender, all of which are hereby expressly waived by Borrower) to immediately repay the Dollar Equivalent of Revolving Loans (including any accrued interest on any principal repaid) in an amount sufficient to reduce the sum amount of the aggregate principal amount of all Revolving Credit Loans outstanding (after giving effect as of such date to all Loans requested) and all Swing Line Loans outstanding exceed an amount equal to or less than the Total Commitment of the Banks then in effect. The Dollar Equivalent of the principal amount of the Lender’s Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit LoansCommitment. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Loan Agreement (Mercantile Bancorp, Inc.)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofof this Agreement, each from the effective date of the Banks severally agrees Sixth Amendment to this Agreement to but excluding the Revolving Credit Commitment Termination Date, provided that no Event of Default then has occurred and is continuing, Bank will make one or more revolving credit loans (collectively, the ‘Revolving Loans’ and individually, a "Revolving Credit Loan" and, collectively the "Revolving Credit Loans") in Dollars and/or Optional Currency to the Company Borrower as Borrower may request from time to time; provided, however, that (a) the aggregate outstanding principal amount of all such Revolving Loans at any one time during shall not exceed the Commitment Period, upon notice by difference of (i) Forty Million Dollars ($40,000,000) less (ii) the Company to Reserve Amount (the Administrative Agent given in accordance with Section 2.3 hereof ‘Revolving Credit Commitment’) and subject to the following paragraphs (b) and (c), in an amount equal to such Bank's Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement but subject to the following paragraph (c) of this Section 2.1, at no time shall the Dollar Equivalent of the sum of the aggregate principal amount of all Revolving Loans made by Bank to Borrower during the term of this Agreement, the proceeds of which are used by Borrower for the purpose of consummating a Permitted Acquisition, shall not exceed Fifteen Million Dollars ($15,000,000). Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Base Interest Rate (as such term is defined in the Revolving Note) shall be in a principal amount of not less than Five Hundred Thousand Dollars ($500,000). Each Revolving Loan requested and made hereunder which bears interest at a rate based upon the Reference Rate (as such term is defined in the Revolving Note) shall be in a principal amount of not less than One Hundred Thousand Dollars ($100,000). Within the limits of time and amount set forth in this Section 2.1, Borrower may borrow, repay and reborrow Revolving Loans under the Revolving Credit Commitment. All Revolving Loans shall be requested before the Revolving Credit Commitment Termination Date, on which date all outstanding principal of and accrued but unpaid interest on all Revolving Loans shall be due and payable. Borrower’s obligation to repay the outstanding principal amount of all Revolving Loans, together with accrued but unpaid interest thereon, shall be evidenced by a promissory note issued by Borrower in favor of Bank (after giving effect the ‘Revolving Note’) on the standard form used by Bank to all Loans requested) evidence its commercial loans. Bank shall enter the amount of each Revolving Loan, and all Swing Line Loans outstanding exceed the Total Commitment of the Banks then any payments thereof, in effect. The Dollar Equivalent its books and records, and such entries shall be prima facie evidence of the principal amount outstanding under the Revolving Credit Commitment. The failure of Bank to make any notation in its books and records shall not discharge Borrower of its obligation to repay in full with interest all amounts borrowed hereunder. The proceeds of the Revolving Credit Loans outstanding from each Bank shall be disbursed pursuant to the Company shall not at an Authorization to Disburse, on Bank’s standard form therefor, executed and delivered by Borrower to Bank, and used by Borrower for any time exceed in the aggregate an amount (after giving effect to all Loans requested) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions purposes set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c2.3(a) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereonhereinbelow. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with an Interest Period extending beyond the Termination Date. Each Prime Rate Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars or, subject to Section 2.4 hereof, in an Optional Currency. Eurocurrency Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Eurocurrency Lending Office, and Prime Rate Loans shall be made and maintained by the Administrative Agent for the accounts of the Banks at its Domestic Lending Office.

Appears in 1 contract

Samples: Credit Agreement (Motorcar Parts America Inc)

Revolving Credit Commitment. (a) Subject to the terms and conditions hereofof this Agreement, each of the Banks Lender severally agrees to make revolving credit loans Advances in Dollars or an Offshore Currency to Greenfield (individually, a "Revolving Credit Loan" and, collectively in the "case of Domestic Revolving Credit Loans") or to Kemmxx X xr Cirbx (xx the case of Foreign Revolving Credit Loans), as the case may be, in Dollars and/or Optional Currency each case to the Company Borrower requesting such Advance (as specified in the respective Borrowing Notice), from time to time during from the Commitment Period, upon notice by Effective Date until the Company Revolving Credit Termination Date on a pro rata basis as to the Administrative Agent given in accordance with Section 2.3 hereof and subject to total borrowing requested by such Borrower under the following paragraphs (b) and (c), in an amount equal to such Bank's Revolving Credit Facility on any day determined by its Applicable Commitment Percentage of the aggregate principal amount of Loans requested in the Company's notice. The respective amount of each Bank's Total Revolving Credit Commitment and its Commitment Percentage shall be as set forth in Schedule 1 attached hereto. (b) Notwithstanding any other provision of this Agreement up to but subject not exceeding a Dollar Value equal to the following paragraph Revolving Credit Commitment of such Lender, provided, however, that the Lenders will not be required and shall have no obligation to make any Advance (ci) so long as a Default or an Event of this Section 2.1, at no time shall Default has occurred and is continuing or (ii) if the Dollar Equivalent Agent has accelerated the maturity of the sum of the aggregate principal amount of all Revolving Credit Loans outstanding (Notes as a result of an Event of Default; provided further, however, that immediately after giving effect to all Loans requestedeach such Advance, (A) and all Swing Line Loans outstanding the Dollar Value of Outstanding Credit Obligations shall not exceed the Total Revolving Credit Commitment of the Banks then and (B) if such Advance is denominated in effect. The Dollar Equivalent of an Offshore Currency, the principal amount of Outstanding Credit Obligations denominated in such Applicable Currency shall not exceed the Applicable Offshore Currency Commitment. Within such limits, the Borrowers may borrow, repay and reborrow hereunder, on a Business Day, from the Effective Date until, but (as to borrowings and reborrowings) not including, the Revolving Credit Loans outstanding from each Bank to the Company shall not at any time exceed in the aggregate an amount Termination Date; provided, however, that (after giving effect to all Loans requestedx) equal to such Bank's Commitment Percentage times (i) the Total Commitment minus (ii) the sum of the aggregate principal amount of all Swing Line Loans outstanding. Within the foregoing limits, and subject to all of the other terms and conditions set forth in this Agreement, the Company may borrow, prepay pursuant to Section 2.7 hereof, and reborrow no Eurodollar Loan that is a Revolving Credit Loans. (c) Notwithstanding the foregoing, each of the Banks agrees to, on one or more occasions during the Commitment Period, and regardless of whether the conditions set forth in Section 6 are satisfied, make Revolving Credit Loans to the Company solely for the purposes of repaying Swing Line Loans pursuant to Section 3.4 hereof. Section 3 hereof shall govern the Company's obligations with respect to Swing Line Loans. In the event that any advances of Revolving Credit Loans pursuant to this Section 2.1(c) cause the sum of the aggregate principal amount of Revolving Credit Loans and Swing Line Loans outstanding to exceed the Total Commitment then in effect, the Company shall immediately prepay such excess amount together with any interest accrued thereon. (d) The Revolving Credit Loans may be Eurocurrency Loans or Prime Rate Loans, or combinations thereof, as determined by the Company and notified to the Administrative Agent and the Banks in accordance with Section 2.3; provided that no Eurocurrency Loan shall be made with which has an Interest Period extending that extends beyond the Revolving Credit Termination Date. Each Prime Rate , (y) each Eurodollar Loan or Swing Line Loan shall be denominated in Dollars, and each Eurocurrency Loan shall be denominated in Dollars ormay, subject to the provisions of Section 2.4 hereof2.11, in an Optional Currency. Eurocurrency Loans shall be made and maintained by repaid only on the Administrative Agent for the accounts last day of the Banks at its Eurocurrency Lending OfficeInterest Period with respect thereto, and Prime Rate Loans shall be made and maintained by (z) no Offshore Currency Loan may bear interest at the Administrative Agent for the accounts of the Banks at its Domestic Lending OfficeBase Rate.

Appears in 1 contract

Samples: Credit Facilities and Reimbursement Agreement (Greenfield Industries Inc /De/)