Revolving Loan Borrowing Procedures. (i) To request a Revolving Loan Borrowing (other than a Borrowing to reimburse the Issuing Bank in respect of a Drawing), the Borrower shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) an irrevocable Revolving Loan Borrowing Request in the form of Exhibit B-1, appropriately completed and duly signed by a Responsible Officer of the Borrower, which Revolving Loan Borrowing Request shall specify: (A) the aggregate amount of the requested Revolving Loan Borrowing (which shall be not less than $100,000 and shall be an integral multiple of $50,000); (B) the proposed date of such Revolving Loan Borrowing, which shall be a Business Day; and (C) whether the requested Revolving Loan Borrowing is to consist of Base Rate Revolving Loans or LIBOR Revolving Loans. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) not later than 11:00 a.m., New York City time, three (3) Business Days before the date of such proposed Revolving Loan Borrowing, and each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of Base Rate Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) not later than 11:00 a.m., New York City time, one (1) Business Day before the date of (or, if agreed to in writing by the Revolving Loan Lender, on the date of) such proposed Revolving Loan Borrowing. If no election as to the Type of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely of Base Rate Revolving Loans or LIBOR Revolving Loans, as the Borrower may request in accordance herewith. The procedures specified in this paragraph shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter of Credit. (ii) Upon satisfaction of the applicable conditions set forth in Section 4.3, the Revolving Loan Lender shall, not later than 2:00 p.m., New York City time, on the borrowing date specified in such Revolving Loan Borrowing Request, make the amount of its Revolving Loan available to the Borrower by wire transfer of such funds in accordance with instructions reasonably acceptable to the Revolving Loan Lender provided by the Borrower. Notwithstanding the foregoing, if, at the time of the Borrowing of such Revolving Loan, the Administrative Agent shall have notified the Revolving Loan Lender in writing, at least one (1) Business Day prior to the date of such Borrowing, that a Default or Event of Default has occurred and is continuing and that Revolving Loans may not be made while such Default or Event of Default is continuing (which notice will be given at the request of the Required Lenders), the Revolving Loan Lender shall not advance such Revolving Loans. The Revolving Loan Lender shall make the sole determination as to whether the applicable conditions to the obligation of the Revolving Loan Lender to make Revolving Loans set forth in Section 4.3 have been satisfied.
Appears in 3 contracts
Samples: Loan Agreement (Macquarie Infrastructure CO LLC), Loan Agreement (Macquarie Infrastructure CO LLC), Loan Agreement (Macquarie Infrastructure CO Trust)
Revolving Loan Borrowing Procedures. (i) To request a Revolving Loan Borrowing (other than a Borrowing to reimburse the Issuing Bank in respect of a Drawing), the Borrower shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent an irrevocable Revolving Loan Borrowing Request in the form of Exhibit B-1, appropriately completed and duly signed by a Responsible Officer of the Borrower, which Revolving Loan Borrowing Request shall specify:
(A) the aggregate amount of the requested Revolving Loan Borrowing (which shall be not less than $100,000 and shall be an integral multiple of $50,000);
(B) the proposed date of such Revolving Loan Borrowing, which shall be a Business Day; and
(C) whether the requested Revolving Loan Borrowing is to consist of Base Rate Revolving Loans or LIBOR Revolving LoansLoans and, if the requested Revolving Loan Borrowing consists of a LIBOR Revolving Loan, the initial Interest Period selected by the Borrower for such Revolving Loan in accordance with Section 2.4 of this Agreement. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent not later than 11:00 a.m., New York City time, three (3) Business Days before the date of such proposed Revolving Loan Borrowing, and each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of Base Rate Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent not later than 11:00 a.m., New York City time, one (1) Business Day before the date of (or, if agreed to in writing by the Revolving Loan Lender, on the date of) such proposed Revolving Loan Borrowing. If no election as to the Type of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely of Base Rate Revolving Loans or LIBOR Revolving Loans, as the Borrower may request in accordance herewith. The procedures specified in this paragraph shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter of CreditCredit issued pursuant to Section 2.13.
(ii) Promptly following receipt of a Revolving Loan Borrowing Request in accordance with this Section 2.2(b), the Administrative Agent shall advise the Revolving Loan Lender of the details thereof and of the amount of the Revolving Loan Lender's Loan to be made pursuant to the requested Revolving Loan Borrowing. The Revolving Loan Lender shall make the Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Revolving Loan Lender. Upon satisfaction of the applicable conditions set forth in Section 4.34.2, the Administrative Agent shall make such Revolving Loan Lender shall, not later than Loans available to the Borrower by 2:00 p.m., New York City time, on the borrowing date specified in such Revolving Loan Borrowing Request, make the amount of its Revolving Loan available to the Borrower by wire transfer of such funds in accordance with instructions reasonably acceptable to the Revolving Loan Lender Administrative Agent provided by the Borrower. Notwithstanding the foregoing, if, at the time of the Borrowing of such Revolving Loan, the Administrative Agent shall have notified the Revolving Loan Lender in writing, at least one (1) Business Day prior to the date of such Borrowing, that a Default or Event of Default has occurred and is continuing and the Required Lenders have provided notice to the Administrative Agent and the Revolving Loan Lender that the Revolving Loans may not be made while such Default or Event of Default is continuing (which notice will be given at the request of the Required Lenders)continuing, the Revolving Loan Lender Administrative Agent shall not advance make such Revolving LoansLoans available to the Borrower. The Revolving Loan Lender shall make the sole determination as to whether the applicable conditions to the obligation of the Revolving Loan Lender to make Revolving Loans set forth in Section 4.3 4.2 have been satisfied.
(iii) Unless the Administrative Agent shall have been notified in writing by the Revolving Loan Lender prior to the proposed date of a Revolving Loan Borrowing that the Revolving Loan Lender will not make available to the Administrative Agent such Revolving Loan Borrowing, the Administrative Agent may assume that the Revolving Loan Lender will make such amount available to the Administrative Agent on such date in accordance with Section 2.1(b)(ii) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If the Revolving Loan Lender has not in fact made the Revolving Loan available to the Administrative Agent, the Revolving Loan Lender shall forthwith pay to the Administrative Agent on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at the Federal Funds Rate. If the Revolving Loan Lender does not pay such amount within three (3) Business Days after the date of such Revolving Loan Borrowing, the Administrative Agent may make a demand therefor from the Borrower, and the Borrower shall, without limitation of the Borrower's rights against the defaulting Lender, pay such amount to the Administrative Agent, together with interest thereon from the date such amount was made available to the Borrower at the interest rate per annum applicable to the Revolving Loans advanced on the date of such Revolving Loan Borrowing. A notice of the Administrative Agent submitted to the Revolving Loan Lender or the Borrower with respect to any amounts owing under this paragraph shall be conclusive in the absence of manifest error.
Appears in 2 contracts
Samples: Loan Agreement (Macquarie Infrastructure CO Trust), Loan Agreement (Macquarie Infrastructure CO LLC)
Revolving Loan Borrowing Procedures. (i) To request a Revolving Loan Borrowing (other than a Borrowing to reimburse the Issuing Bank in respect of a Drawing)Borrowing, the Borrower shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent an irrevocable Revolving Loan Borrowing Request in the form of Exhibit B-1B, appropriately completed and duly signed by a Responsible Officer of the Borrower, which Revolving Loan Borrowing Request shall specify:
(A) the aggregate amount of the requested Revolving Loan Borrowing (which shall be not less than $100,000 500,000 and shall be an integral multiple of $50,00010,000);
(B) the proposed date of such Revolving Loan Borrowing, which shall be a Business Day; and
(C) whether the requested Revolving Loan Borrowing is to consist of Base Rate initial Interest Period selected by the Borrower for such Revolving Loans or LIBOR Revolving Loansin accordance with Section 2.4 of this Agreement. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent not later than 11:00 a.m., New York City London time, three (3) Business Days before the date of such proposed Revolving Loan Borrowing, Borrowing and each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of Base Rate Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) not later earlier than 11:00 a.m., New York City London time, one seven (17) Business Day Days before the date of (or, if agreed to in writing by the Revolving Loan Lender, on the date of) such proposed Revolving Loan Borrowing. If no election as to the Type of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely of Base Rate Revolving Loans or LIBOR Revolving Loans, as the Borrower may request in accordance herewith. The procedures specified in this paragraph shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter of CreditCredit issued pursuant to Section 2.13.
(ii) Promptly following receipt of a Revolving Loan Borrowing Request in accordance with Section 2.1 of this Agreement, the Administrative Agent shall advise each Revolving Loan Lender of the details thereof and of the amount of such Revolving Loan Lender's Loan to be made as part of the requested Revolving Loan Borrowing. Each Revolving Loan Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Revolving Loan Lenders. Upon satisfaction of the applicable conditions set forth in Section 4.3Article IV, the Administrative Agent will make such Revolving Loan Lender shall, not later than Loans available to the Borrower by 2:00 p.m., New York City time, on the borrowing date specified in such Revolving Loan Borrowing Request, make the amount of its Revolving Loan available to the Borrower time by wire transfer of such funds funds, in accordance with instructions reasonably acceptable to the Revolving Loan Lender Administrative Agent provided by the Borrower. Notwithstanding the foregoing, if, at the time of the Borrowing of such Revolving Loan, .
(iii) Unless the Administrative Agent shall have been notified the in writing by any Revolving Loan Lender prior to the proposed date of any Revolving Loan Borrowing that such Revolving Loan Lender will not make available to the Administrative Agent such Revolving Loan Lender's share of such Revolving Loan Borrowing, the Administrative Agent may assume that such Revolving Loan Lender will make such amount available to the Administrative Agent on such date in writingaccordance with Section 2.1(b)(ii) of this Agreement and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If a Revolving Loan Lender has not in fact made its share of the applicable Revolving Loan Borrowing available to the Administrative Agent, such Revolving Loan Lender shall forthwith pay to the Administrative Agent on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at least one the Federal Funds Rate. If such Revolving Loan Lender does not pay such amount within three (13) Business Day prior to Days after the date of such Revolving Loan Borrowing, that the Administrative Agent may make a Default or Event demand therefor from the Borrower, and the Borrower shall, without limitation of Default has occurred and is continuing and that the Borrower's rights against the defaulting Lender, pay such amount to the Administrative Agent, together with interest thereon from the date such amount was made available to the Borrower at the interest rate per annum applicable to the Revolving Loans may not be made while advanced on the date of such Default or Event of Default is continuing (which Revolving Loan Borrowing. A notice will be given at the request of the Required Lenders), the Administrative Agent submitted to any Revolving Loan Lender or the Borrower with respect to any amounts owing under this paragraph shall not advance such Revolving Loans. be conclusive in the absence of demonstrable error.
(iv) The Revolving Loan Lender shall make the sole determination as to whether the applicable conditions to the obligation failure of the any Revolving Loan Lender to make any Revolving Loans set forth in Section 4.3 have been satisfiedLoan required to be made by it shall not relieve any other Revolving Loan Lender of its obligations hereunder; provided that the Revolving Loan Commitments of the Revolving Loan Lenders are several and no Revolving Loan Lender shall be responsible for any other Revolving Loan Lender's failure to make any Revolving Loan as required herein.
Appears in 1 contract
Revolving Loan Borrowing Procedures. (i) To request a Revolving Loan Borrowing (other than a Borrowing to reimburse the Issuing Bank in respect of a Drawing), the Borrower shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent an irrevocable Revolving Loan Borrowing Request in the form of Exhibit B-1C-1, appropriately completed and duly signed by a Responsible Officer of the Borrower, which Revolving Loan Borrowing Request shall specify:
(A) the aggregate amount of the requested Revolving Loan Borrowing (which which, other than a Borrowing to reimburse the Issuing Bank in respect of a Drawing, shall be not less than $100,000 and shall be an integral multiple of $50,000);
(B) the proposed date of such Revolving Loan Borrowing, which shall be a Business Day; and
(C) whether the requested Revolving Loan Borrowing is to consist of Base Rate Revolving Loans or LIBOR Revolving Loans and, if the requested Borrowing consists of LIBOR Revolving Loans, the initial Interest Period selected by the Borrower for such LIBOR Revolving Loans in accordance with Section 2.5 of this Agreement. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent not later than 11:00 10:00 a.m., New York City time, three (3) Business Days before the date of such proposed Revolving Loan Borrowing, and each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of Base Rate Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent not later than 11:00 10:00 a.m., New York City time, one (1) Business Day before the date of (or, if agreed to in writing by the Revolving Loan LenderLenders, on the date of) such proposed Revolving Loan Borrowing. If no election as to the Type of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely of Base Rate Revolving Loans or LIBOR Revolving Loans, as the Borrower may request in accordance herewith. If no election as to the Type of Loan is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Loans. The procedures specified in this paragraph clause (i) shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter of CreditCredit issued pursuant to Section 2.14.
(ii) Promptly following receipt of a Revolving Loan Borrowing Request in accordance with this Section 2.3(b), the Administrative Agent shall advise each Revolving Loan Lender of the details thereof and of the amount of such Revolving Loan Lender’s Revolving Loan to be made pursuant to the requested Revolving Loan Borrowing. Each Revolving Loan Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 12:00 noon, New York City time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Revolving Loan Lenders. Upon satisfaction of the applicable conditions set forth in Section 4.3Article IV, the Administrative Agent shall make such Revolving Loan Lender shall, not later than Loans available to the Borrower by 2:00 p.m., New York City time, on the borrowing date specified in such Revolving Loan Borrowing Request, make the amount of its Revolving Loan available to the Borrower by wire transfer of such funds in accordance with instructions reasonably acceptable to the Revolving Loan Lender Administrative Agent provided by the Borrower. Notwithstanding the foregoing, if, at the time of the Borrowing of such Revolving LoanLoans, the Administrative Agent shall have notified the Revolving Loan Lender in writing, at least one (1) Business Day prior to the date of such Borrowing, that a Default or Event of Default has occurred and is continuing and the Required Lenders have provided notice to the Administrative Agent and each Revolving Loan Lender that the Revolving Loans may not be made while such Default or Event of Default is continuing (which notice will be given at the request of the Required Lenders)continuing, the Revolving Loan Lender Administrative Agent shall not advance make such Revolving LoansLoans available to the Borrower. The Each Revolving Loan Lender shall make the sole determination as to whether the applicable conditions to the obligation of the such Revolving Loan Lender to make Revolving Loans set forth in Section 4.3 Article IV have been satisfied.
(iii) Unless the Administrative Agent shall have been notified in writing by a Revolving Loan Lender prior to the proposed date of a Revolving Loan Borrowing that such Revolving Loan Lender will not make available to the Administrative Agent such Revolving Loan Lender’s Pro Rata Share of such Revolving Loan Borrowing, the Administrative Agent may assume that such Revolving Loan Lender will make such amount available to the Administrative Agent on such date in accordance with Section 2.3(b)(ii) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If a Revolving Loan Lender has not in fact made its Pro Rata Share of a Revolving Loan Borrowing available to the Administrative Agent, such Revolving Loan Lender shall forthwith pay to the Administrative Agent on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at the Federal Funds Rate. If such Revolving Loan Lender does not pay such amount within three (3) Business Days after the date of such Revolving Loan Borrowing, the Administrative Agent may make a demand therefor from the Borrower, and the Borrower shall, without limitation of the Borrower’s rights against the defaulting Revolving Loan Lender, pay such amount to the Administrative Agent, together with interest thereon from the date such amount was made available to the Borrower at the interest rate per annum applicable to the Revolving Loans advanced on the date of such Revolving Loan Borrowing. A notice of the Administrative Agent submitted to any Revolving Loan Lender or the Borrower with respect to any amounts owing under this clause (iii) shall be conclusive in the absence of manifest error.
(iv) The failure of any Revolving Loan Lender to make any Revolving Loan required to be made by it shall not relieve any other Revolving Loan Lender of its obligations hereunder; provided that the Revolving Loan Commitments of the Revolving Loan Lenders are several and no Revolving Loan Lender shall be responsible for any other Revolving Loan Lender’s failure to make Revolving Loans as required herein.
Appears in 1 contract
Revolving Loan Borrowing Procedures. (ia) To request a Revolving Loan Borrowing (other than a Borrowing Borrowers shall give written notice to reimburse the Issuing Bank in respect of a Drawing), the Borrower shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) an irrevocable Revolving Loan Borrowing Request Agent substantially in the form of Exhibit B-12.2.1(a) attached hereto (each such written notice, appropriately completed and duly signed by a Responsible Officer “Notice of the Borrower, which Revolving Loan Borrowing Request shall specify:
(ACredit Borrowing”) the aggregate amount of the requested Revolving Loan Borrowing (which shall be not less than $100,000 and shall be an integral multiple of $50,000);
(B) the proposed date of such Revolving Loan Borrowing, which shall be a Business Day; and
(C) whether the requested Revolving Loan Borrowing is to consist of Base Rate Revolving Loans or LIBOR Revolving Loans. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) not no later than 11:00 a.m., 12:00 noon (New York City time, ) at least three (3) Business Days before prior to any requested borrowing of a Revolving Loan. Each Notice of Revolving Credit Borrowing shall specify the date amount of any proposed borrowing (which amount shall be in the minimum principal amount of $100,000 and integral multiples of $50,000 in excess of such amount) and the proposed borrowing date (it being agreed that Borrowers shall not request Revolving Loan BorrowingLoans more frequently than twice each week, and unless otherwise agreed by Agent; provided that if Agent requires that the Revolving Loans be paid down more frequently than twice each week pursuant to Section 2.3.1(b) hereof, then Borrowers may request Revolving Loan Borrowing Request Loans as frequently as paid downs are required). Notwithstanding the foregoing, however, no such request for a Revolving Loan Borrowing consisting borrowing may be made at a time when a Default or an Event of Base Rate Default exists or would result after giving effect to such Revolving Loan. As an accommodation to Borrowers, Agent may permit telephone requests for Revolving Loans must and electronic transmittal of instructions, authorizations, agreements or reports to Agent by Borrowers (followed immediately by a written Notice of Revolving Credit Borrowing). Agent shall have no liability to Borrowers for any loss or damage suffered by any Borrower as a result of Agent’s honoring of any requests, execution of any instructions, authorizations or agreements or reliance on any reports communicated to it telephonically or electronically and purporting to have been sent to Agent by Borrowers and Agent shall have no duty to verify the origin of any such communication or the authority of the Person sending it, except Agent shall be received liable for acts or omissions that are grossly negligent (as determined by a court of competent jurisdiction in a final non-appealable judgment). Each such Notice of Revolving Credit Borrowing shall be effective upon receipt by Agent and shall be irrevocable unless otherwise agreed to by Agent and Borrowers in writing. Agent shall promptly notify Lenders of its receipt of, and the details of, any such Notice of Revolving Credit Borrowing. Unless Agent has been notified by a Lender that such Lender does not intend to fund its Pro-Rata Share of any Revolving Loan, Agent shall not be required to advance such funds on behalf of such Lender; provided, however, upon the failure of a Lender to fund any such Revolving Loan Lender (with a copy thereof to the Administrative Agent) not later than 11:00 a.m., New York City time, Agent shall within one (1) Business Day before fund such Lender’s Revolving Credit Commitment. If and to the extent that a Lender does not settle with Agent as required under this Agreement, such Defaulting Lender hereby agrees to repay to Agent forthwith on demand such amount required to be paid by such Defaulting Lender to Agent, together with interest thereon, for each day from the date of (or, if agreed such amount is made available to in writing by the Revolving Loan Lender, on Borrowers until the date of) such proposed Revolving Loan Borrowing. If no election as amount is repaid to the Type of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely of Base Rate Revolving Loans or LIBOR Revolving Loans, as the Borrower may request in accordance herewith. The procedures specified in this paragraph shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter of Credit.
(ii) Upon satisfaction of the applicable conditions set forth in Section 4.3, the Revolving Loan Lender shall, not later than 2:00 p.m., New York City time, on the borrowing date specified in such Revolving Loan Borrowing Request, make the amount of its Revolving Loan available to the Borrower by wire transfer of such funds in accordance with instructions reasonably acceptable to the Revolving Loan Lender provided by the Borrower. Notwithstanding the foregoing, if, Agent at the interest rate applicable at such time of the Borrowing of such Revolving Loan, the Administrative Agent shall have notified the Revolving Loan Lender in writing, at least one (1) Business Day prior to the date of such Borrowing, that a Default or Event of Default has occurred and is continuing and that Revolving Loans may not be made while such Default or Event of Default is continuing (which notice will be given at the request of the Required Lenders), the Revolving Loan Lender shall not advance for such Revolving Loans. The In addition, such Defaulting Lender shall pay an amount equal to one percent (1%) of the amount that Defaulting Lender was required to be paid but was not paid by such Defaulting Lender on a monthly basis until such time as such Defaulting Lender is no longer a Defaulting Lender.
(b) Each Borrower hereby irrevocably authorizes Agent (to the extent it has received funds from Lenders in respect thereof) to disburse on the requested date of borrowing the proceeds of each Revolving Loan Lender requested by Borrowers, or deemed to be requested by Borrowers, as follows: the proceeds of each Revolving Loan requested under this Section 2.2.1 shall make the sole determination as to whether the applicable conditions to the obligation be disbursed by Agent in lawful money of the United States of America in immediately available funds, in the case of the initial borrowing, in accordance with the terms of the written disbursement letter from Borrowers, and in the case of each subsequent borrowing, by wire transfer or Automated Clearing House (ACH) transfer to such bank account as may be agreed upon by Borrowers and Agent from time to time, or elsewhere if pursuant to a written direction from Borrowers.
(c) Each Borrower hereby authorizes Agent, in its sole discretion, to charge any of such Borrower’s accounts or advance Revolving Loan Lender Loans to make Revolving Loans set forth in Section 4.3 any payments of principal, interest, fees, costs or expenses due under this Agreement or the other Loan Documents; it being acknowledged that Agent shall use commercially reasonable efforts to notify Borrowers promptly after so charging such account (but shall have been satisfiedno liability for failing to do so).
Appears in 1 contract
Samples: Loan and Security Agreement (Teletouch Communications Inc)
Revolving Loan Borrowing Procedures. (i) To request a Revolving Loan Borrowing (other than a Borrowing to reimburse the Issuing Bank in respect of a Drawing)Borrowing, the Borrower shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent an irrevocable Revolving Loan Borrowing Request in the form of Exhibit B-1B, appropriately completed and duly signed by a Responsible Officer of the Borrower, which Revolving Loan Borrowing Request shall specify:
(A) the aggregate amount of the requested Revolving Loan Borrowing (which shall be not less than $100,000 500,000 and shall be an integral multiple of $50,00010,000);
(B) the proposed date of such Revolving Loan Borrowing, which shall be a Business Day; and
(C) whether the requested Revolving Loan Borrowing is to consist of Base Rate initial Interest Period selected by the Borrower for such Revolving Loans or LIBOR Revolving Loansin accordance with Section 2.4 of this Agreement. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent not later than 11:00 a.m., New York City London time, three (3) Business Days before the date of such proposed Revolving Loan Borrowing, Borrowing and each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of Base Rate Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) not later earlier than 11:00 a.m., New York City London time, one seven (17) Business Day Days before the date of (or, if agreed to in writing by the Revolving Loan Lender, on the date of) such proposed Revolving Loan Borrowing. If no election as to the Type of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely of Base Rate Revolving Loans or LIBOR Revolving Loans, as the Borrower may request in accordance herewith. The procedures specified in this paragraph shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter of Credit.
(ii) Promptly following receipt of a Revolving Loan Borrowing Request in accordance with Section 2.1 of this Agreement, the Administrative Agent shall advise each Revolving Loan Lender of the details thereof and of the amount of such Revolving Loan Lender's Loan to be made as part of the requested Revolving Loan Borrowing. Each Revolving Loan Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 5:00 p.m., New York time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Revolving Loan Lenders. Upon satisfaction of the applicable conditions set forth in Section 4.3Article IV, the Revolving Loan Lender shall, not later than 2:00 p.m., New York City time, on the borrowing date specified in Administrative Agent will make such Revolving Loan Borrowing Request, make the amount of its Revolving Loan Loans available to the Borrower by 7:00 p.m., New York time by wire transfer of such funds funds, in accordance with instructions reasonably acceptable to the Revolving Loan Lender Administrative Agent provided by the Borrower. Notwithstanding the foregoing, if, at the time of the Borrowing of such Revolving Loan, .
(iii) Unless the Administrative Agent shall have been notified the in writing by any Revolving Loan Lender prior to the proposed date of any Revolving Loan Borrowing that such Revolving Loan Lender will not make available to the Administrative Agent such Revolving Loan Lender's share of such Revolving Loan Borrowing, the Administrative Agent may assume that such Revolving Loan Lender will make such amount available to the Administrative Agent on such date in writingaccordance with Section 2.1(b)(ii) of this Agreement and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If a Revolving Loan Lender has not in fact made its share of the applicable Revolving Loan Borrowing available to the Administrative Agent, such Revolving Loan Lender shall forthwith pay to the Administrative Agent on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at least one the Federal Funds Rate. If such Revolving Loan Lender does not pay such amount within three (13) Business Day prior to Days after the date of such Revolving Loan Borrowing, that the Administrative Agent may make a Default or Event demand therefor from the Borrower, and the Borrower shall, without limitation of Default has occurred and is continuing and that the Borrower's rights against the defaulting Lender, pay such amount to the Administrative Agent, together with interest thereon from the date such amount was made available to the Borrower at the interest rate per annum applicable to the Revolving Loans may not be made while advanced on the date of such Default or Event of Default is continuing (which Revolving Loan Borrowing. A notice will be given at the request of the Required Lenders), the Administrative Agent submitted to any Revolving Loan Lender or the Borrower with respect to any amounts owing under this paragraph shall not advance such Revolving Loans. be conclusive in the absence of demonstrable error.
(iv) The Revolving Loan Lender shall make the sole determination as to whether the applicable conditions to the obligation failure of the any Revolving Loan Lender to make any Revolving Loans set forth in Section 4.3 have been satisfiedLoan required to be made by it shall not relieve any other Revolving Loan Lender of its obligations hereunder; provided that the Revolving Loan Commitments of the Revolving Loan Lenders are several and no Revolving Loan Lender shall be responsible for any other Revolving Loan Lender's failure to make any Revolving Loan as required herein.
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Revolving Loan Borrowing Procedures. (ia) To request a Notice of Revolving Loan Borrowing (other than a Borrowing Borrowing. Whenever the Borrowers desire to reimburse the Issuing Bank in respect of a Drawing)----------------------------- borrow Revolving Loans under Section 2.1 hereof, the Borrower Borrowers shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) an Agent irrevocable Revolving Loan Borrowing Request written notice substantially in the form of Exhibit B-1C (each such notice, appropriately completed and duly signed by a Responsible Officer "Borrowing Notice"). In the case of a Revolving Loan bearing interest at the Base Rate, the Borrowing Notice shall be delivered no later than 10:00 A.M. (Eastern time) on the Funding Date. In the case of a Revolving Loan bearing interest at the Applicable LIBOR Rate, the Borrowing Notice shall be delivered no later than 10:00 A.M. at least three (3) LIBOR Business Days prior to the first day of the BorrowerLIBOR Period as to which such loan relates, which it being understood that the Borrowers' entitlement to request Revolving Loan Loans bearing interest at the Applicable LIBOR Rate is subject to compliance with, and the limitations of, Section 3.8(a) (with such modifications as shall be necessary to reflect that an initial loan, rather than the conversion of an outstanding loan, is being requested). The Borrowing Request Notice shall specify:
specify (Ai) that the Borrowers wish to effect Revolving Loans, (ii) the aggregate amount of the Revolving Loans thereby requested Revolving Loan Borrowing (which shall not be not less than $100,000 3,000,000 and shall be an integral multiple in multiples of $50,000500,000);
, (Biii) the proposed date requested Funding Date of such Revolving Loan BorrowingLoans, which date shall be a Business Day; and
, and (Civ) whether the requested Revolving Loan Borrowing is to consist of Loans will bear interest at the Base Rate Revolving Loans or Applicable LIBOR Revolving LoansRate. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must Notice shall be received accompanied by the Revolving Loan Lender (officer's certificate contemplated by Section 4.2(d) hereof. In lieu of delivering the above-described Borrowing Notice, and only with a copy thereof to the Administrative Agent) not later than 11:00 a.m., New York City consent of the Agent in its sole discretion at such time, three (3) Business Days before the date Borrowers may give the Agent telephonic notice of any such proposed Revolving Loan Borrowing, and each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of Base Rate Revolving Loans must be received borrowing by the Revolving Loan Lender (with a copy thereof to time required under this Section 2.2(a); provided that, in the Administrative Agent) not later than 11:00 a.m.event the Agent so consents, New York City time, one (1) Business Day before the date of (or, if agreed to such notice shall be -------- confirmed in writing by delivery to the Revolving Loan Lender, Agent promptly (but in no event later than 12:00 noon (Eastern time) on the date of) such proposed Revolving Loan Borrowing. If no election as to the Type Funding Date of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Loans) of a Borrowing Notice (it being understood that any such telephonic notice shall consist of be irrevocable). Notwithstanding anything contained herein to the contrary, the Agent, without any notice or other authorization being required, shall (and is hereby irrevocably instructed by the Borrowers to) effect Revolving Loans bearing interest at the Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely in an amount sufficient to effect each payment of Base Rate Revolving interest on the Loans or LIBOR Revolving Loansdue on each Interest Payment Date, as the Borrower may request in accordance herewith. The procedures specified in this paragraph shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter and of Credit.
(ii) Upon satisfaction each payment of the applicable conditions set forth in Section 4.3, Facility Fee and the Revolving Loan Lender shall, not later than 2:00 p.m., New York City time, Administrative Fee due on the borrowing date specified in such Revolving Loan Borrowing Requestapplicable Fee Payment Date, make the amount of its Revolving Loan available to the Borrower by wire transfer of such funds in accordance with instructions reasonably acceptable Section 3.4(a) of this Agreement, provided that to the Revolving Loan extent such payments are greater than the -------- aggregate Lender provided Availability, such payments shall be effected by the Borrower. Notwithstanding the foregoing, if, at the time of the Borrowing of such Revolving Loan, the Administrative Agent shall have notified the Revolving Loan Lender in writing, at least one (1) Business Day prior a debit to the date of such Borrowing, that a Default or Event of Default has occurred and is continuing and that Revolving Loans may not be made while such Default or Event of Default is continuing (which notice will be given at the request of the Required Lenders), the Revolving Loan Lender shall not advance such Revolving Loans. The Revolving Loan Lender shall make the sole determination Borrowers' Account as to whether the applicable conditions to the obligation of the Revolving Loan Lender to make Revolving Loans set forth provided in Section 4.3 have been satisfied3.4(a) hereof.
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Samples: Credit Agreement (Overnite Corp)
Revolving Loan Borrowing Procedures. (i) To request a Revolving Loan Borrowing (other than a Borrowing to reimburse the Issuing Bank in respect of a Drawing)Borrowing, the Borrower shall deliver to the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent an irrevocable Revolving Loan Borrowing Request in the form of Exhibit B-1A-3, appropriately completed and duly signed by a Responsible Officer of the Borrower, which Revolving Loan Borrowing Request shall specify:
(A) the aggregate amount of the requested Revolving Loan Borrowing (which shall be not less than $100,000 250,000 and shall be an integral multiple of $50,00010,000);
(B) the proposed date of such Revolving Loan Borrowing, which shall be a Business Day; and
(C) whether the requested Revolving Loan Borrowing is to consist of bear interest based on the Base Rate or LIBOR and, if the requested Revolving Loan is to be made with respect to LIBOR, the initial Interest Period selected by the Borrower for such Revolving Loans or LIBOR Revolving Loansin accordance with Section 2.5. Each Revolving Loan Borrowing Request for a Revolving Loan Borrowing consisting of LIBOR Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) Agent not later than 11:00 a.m., New York City time, three (3) Business Days before the date of such proposed Revolving Loan Borrowing, Borrowing in the case of a LIBOR Loan and each one (1) Business Days before the date of the proposed Revolving Loan Borrowing Request for in the case of a Revolving Loan Borrowing consisting of Base Rate Revolving Loans must be received by the Revolving Loan Lender (with a copy thereof to the Administrative Agent) and not later earlier than 11:00 a.m., New York City time, one seven (17) Business Day Days before the date of (or, if agreed to in writing by the Revolving Loan Lender, on the date of) such proposed Revolving Loan Borrowing. If no election as to the Type of Revolving Loan Borrowing is specified in the applicable Revolving Loan Borrowing Request, then the requested Revolving Loan Borrowing shall consist of Base Rate Revolving Loans. Each Revolving Loan Borrowing shall be comprised entirely of Base Rate Revolving Loans or LIBOR Revolving Loans, as the Borrower may request in accordance herewith. The procedures specified in this paragraph shall not apply to any Revolving Loan Borrowing with respect to a Drawing under a Letter of Credit.
(ii) Promptly following receipt of a Revolving Loan Borrowing Request in accordance with this Section 2.3, the Administrative Agent shall advise each Revolving Loan Lender of the details thereof and of the amount of such Revolving Loan Lender’s Loan to be made as part of the requested Revolving Loan Borrowing. Subject to clause (c) below, each Revolving Loan Lender shall make each Revolving Loan to be made by it hereunder on the proposed date thereof by wire transfer of immediately available funds by 5:00 p.m., New York time, to the account of the Administrative Agent most recently designated by it for such purpose by notice to the Revolving Loan Lenders. Upon satisfaction of the applicable conditions set forth in Section 4.3Article IV, the Revolving Loan Lender shall, not later than 2:00 p.m., New York City time, on the borrowing date specified in Administrative Agent will make such Revolving Loan Borrowing Request, make the amount of its Revolving Loan Loans available to the Borrower by wire transfer of such funds funds, in accordance with instructions reasonably acceptable to the Revolving Loan Lender Administrative Agent provided by the Borrower. Notwithstanding the foregoing, if, at the time of the Borrowing of such Revolving Loan, .
(iii) Unless the Administrative Agent shall have been notified the in writing by any Revolving Loan Lender prior to the proposed date of any Revolving Loan Borrowing that such Revolving Loan Lender will not make available to the Administrative Agent such Revolving Loan Lender’s share of such Revolving Loan Borrowing, the Administrative Agent may assume that such Revolving Loan Lender will make such amount available to the Administrative Agent on such date in writingaccordance with Section 2.3(b)(ii) and may, in reliance upon such assumption, make available to the Borrower a corresponding amount. If a Revolving Loan Lender has not in fact made its share of the applicable Revolving Loan Borrowing available to the Administrative Agent, such Revolving Loan Lender shall forthwith pay to the Administrative Agent on demand such corresponding amount with interest thereon, for each day from and including the date such amount is made available to the Borrower to but excluding the date of payment to the Administrative Agent, at least one the Federal Funds Rate. If such Revolving Loan Lender does not pay such amount within three (13) Business Day prior to Days after the date of such Revolving Loan Borrowing, that the Administrative Agent may make a Default or Event demand therefor from the Borrower, and the Borrower shall, without limitation of Default has occurred and is continuing and that the Borrower’s rights against the defaulting Lender, pay such amount to the Administrative Agent, together with interest thereon from the date such amount was made available to the Borrower at the interest rate per annum applicable to the Revolving Loans may not be made while advanced on the date of such Default or Event of Default is continuing (which Revolving Loan Borrowing. A notice will be given at the request of the Required Lenders), the Administrative Agent submitted to any Revolving Loan Lender or the Borrower with respect to any amounts owing under this paragraph shall not advance such Revolving Loans. be conclusive in the absence of demonstrable error.
(iv) The Revolving Loan Lender shall make the sole determination as to whether the applicable conditions to the obligation failure of the any Revolving Loan Lender to make any Revolving Loans set forth in Section 4.3 have been satisfiedLoan required to be made by it shall not relieve any other Revolving Loan Lender of its obligations hereunder; provided that the Revolving Loan Commitments of the Revolving Loan Lenders are several and no Revolving Loan Lender shall be responsible for any other Revolving Loan Lender’s failure to make any Revolving Loan as required herein.
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