Settlement Amongst Lenders. (a) The amount of each ABL Lender’s Applicable ABL Percentage of outstanding ABL Loans (including outstanding Swing Line Loans), and the amount of each FILO Lender’s Applicable FILO Percentage of outstanding FILO Loans, shall be computed weekly (or more frequently in the Agent’s discretion) and shall be adjusted upward or downward based on all ABL Loans (including Swing Line Loans) and FILO Loans, and repayments of ABL Loans (including Swing Line Loans) and FILO Loans received by the Agent as of 3:00 p.m. on the first Business Day (such date, the “Settlement Date”) following the end of the period specified by the Agent. (b) The Agent shall deliver to each of the Lenders promptly after a Settlement Date a summary statement of the amount of outstanding Loans (including Swing Line Loans) for the period and the amount of repayments received for the period. As reflected on the summary statement, (i) the Agent shall transfer to each Lender its Applicable Percentage of repayments, and (ii) each Lender shall transfer to the Agent (as provided below) or the Agent shall transfer to each Lender, such amounts as are necessary to insure that, after giving effect to all such transfers, (A) the amount of ABL Loans made by each ABL Lender shall be equal to such ABL Lender’s Applicable ABL Percentage of all ABL Loans outstanding as of such Settlement Date, and (B) the amount of FILO Loans made by each FILO Lender shall be equal to such FILO Lender’s Applicable FILO Percentage of all FILO Loans outstanding as of such Settlement Date. If the summary statement requires transfers to be made to the Agent by the Lenders and is received prior to 1:00 p.m. on a Business Day, such transfers shall be made in immediately available funds no later than 3:00 p.m. that day; and, if received after 1:00 p.m., then no later than 3:00 p.m. on the next Business Day. The obligation of each Lender to transfer such funds is irrevocable, unconditional and without recourse to or warranty by the Agent. If and to the extent any Lender shall not have so made its transfer to the Agent, such Lender agrees to pay to the Agent, forthwith on demand such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Agent, equal to the greater of the Federal Funds Rate and a rate determined by the Agent in accordance with banking industry rules on interbank compensation plus any administrative, processing, or similar fees customarily charged by the Agent in connection with the foregoing.
Appears in 1 contract
Samples: Credit Agreement (Chico's Fas, Inc.)
Settlement Amongst Lenders. (a) The amount of each ABL Lender’s Applicable ABL Percentage of outstanding ABL Loans Swingline Lender may, at any time (including outstanding Swing Line Loansbut, in any event shall weekly, as provided in SECTION 2.22(b)), and on behalf of the amount of each FILO Lender’s Applicable FILO Percentage of outstanding FILO Loans, Borrowers (which hereby authorize the Swingline Lender to act on their behalf in that regard) request the Administrative Agent to cause the Tranche A Lenders to make a Tranche A Loan (which shall be computed weekly (or more frequently a Prime Rate Loan) in the Agent’s discretion) and shall be adjusted upward or downward based on all ABL Loans (including Swing Line Loans) and FILO Loans, and repayments of ABL Loans (including Swing Line Loans) and FILO Loans received by the Agent as of 3:00 p.m. on the first Business Day (such date, the “Settlement Date”) following the end of the period specified by the Agent. (b) The Agent shall deliver to each of the Lenders promptly after a Settlement Date a summary statement of the an amount of outstanding Loans (including Swing Line Loans) for the period and the amount of repayments received for the period. As reflected on the summary statement, (i) the Agent shall transfer to each Lender its Applicable Percentage of repayments, and (ii) each Lender shall transfer to the Agent (as provided below) or the Agent shall transfer to each Lender, such amounts as are necessary to insure that, after giving effect to all such transfers, (A) the amount of ABL Loans made by each ABL Lender shall be equal to such ABL Lender’s Applicable ABL Tranche A Commitment Percentage of all ABL the outstanding amount of Swingline Loans outstanding as made in accordance with SECTION 2.06, which request may be made regardless of whether the conditions set forth in Article IV have been satisfied but subject to the last sentence of this SECTION 2.22(a). Upon such request, each Tranche A Lender shall make available to the Administrative Agent the proceeds of such Settlement Date, and (B) Tranche A Loan for the amount account of FILO Loans made by each FILO Lender shall be equal to such FILO the Swingline Lender’s Applicable FILO Percentage of all FILO Loans outstanding as of such Settlement Date. If the summary statement Swingline Lender requires transfers a Tranche A Loan to be made to the Agent by the Tranche A Lenders and the request therefor is received prior to 1:00 p.m. on a Business Day, such transfers shall be made in immediately available funds no later than 3:00 p.m. that day; and, if the request therefor is received after 1:00 p.m., then no later than 3:00 p.m. on the next Business Day. The obligation of each such Tranche A Lender to transfer such funds is irrevocable, unconditional and without recourse to or warranty by the AgentAdministrative Agent or the Swingline Lender. If and to the extent any Tranche A Lender shall not have so made its transfer to the Administrative Agent, such Tranche A Lender agrees to pay to the Administrative Agent, forthwith on demand demand, such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Administrative Agent, equal to at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation plus compensation. In the event that the Borrowers have not borrowed the full amount of the lesser of the FILO Commitments or Incremental Availability, the Administrative Agent may (notwithstanding any administrativecontrary provision of this Agreement but subject to SECTION 2.22(b)) require a settlement of any Swingline Loan: first, processingfrom the making of FILO Loans, or similar fees customarily charged and thereupon the settlement provisions of this SECTION 2.22(a) shall apply to such settlement by FILO Lenders, mutatis mutandis, and second, from the making of Tranche A [Revolver]Revolving Loans. If for any reason any Swingline Loan cannot be refinanced by a Tranche A Loan in accordance with this SECTION 2.22(a) (including because the conditions set forth in Article IV have not been satisfied), the request submitted by the Swingline Lender as set forth above shall be deemed to be a request by the Swingline Lender that each of the Tranche A Lenders fund its risk participation in the relevant Swingline Loan and each Tranche A Lender’s payment to the Administrative Agent for the account of the Swingline Lender described above shall be deemed payment in connection with the foregoingrespect of such participation.
Appears in 1 contract
Samples: Credit Agreement (Gymboree Corp)
Settlement Amongst Lenders. (a) The amount of each ABL Lender’s Applicable ABL Percentage of outstanding ABL Loans (including outstanding Swing Line Loans), and the amount of each FILO Lender’s Applicable FILO Percentage of outstanding FILO Loans, shall be computed weekly (or more frequently in the Agent’s discretion) and shall be adjusted upward or downward based on all ABL Loans (including Swing Line Loans) and FILO Loans, and repayments of ABL Loans (including Swing Line Loans) and FILO Loans received by the Agent as of 3:00 p.m. on the first Business Day (such date, the “Settlement Date”) following the end of the period specified by the Agent. (b) The Agent shall deliver to each of the Lenders promptly after a Settlement Date a summary statement of the amount of outstanding Committed Loans (including and Swing Line Loans) Loans for the period and the amount of repayments received for the period. As reflected on the summary statement, (i) the Agent shall transfer to each Lender its Applicable Percentage of repayments, and (ii) each Lender shall transfer to the Agent (as provided below) or the Agent shall transfer to each Lender, such amounts as are necessary to insure that, after giving effect to all such transfers, (A) the amount of ABL Committed Loans made by each ABL Lender shall be equal to such ABL Lender’s Applicable ABL Percentage of all ABL Loans outstanding as of such Settlement Date, and (B) the amount of FILO Loans made by each FILO Lender shall be equal to such FILO Lender’s Applicable FILO Percentage of all FILO Committed Loans outstanding as of such Settlement Date. If the summary statement requires transfers to be made to the Agent by the Lenders and is received prior to 1:00 p.m. on a Business Day, such transfers shall be made in immediately available funds no later than 3:00 p.m. that day; and, if received after 1:00 p.m., then no later than 3:00 p.m. on the next Business Day. The obligation of each Lender to transfer such funds is irrevocable, unconditional and without recourse to or warranty by the Agent. If and to the extent any Lender shall not have so made its transfer to the Agent, such Lender agrees to pay to the Agent, forthwith on demand such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Agent, equal to the greater of the Federal Funds Rate and a rate determined by the Agent in accordance with banking industry rules on interbank compensation plus any administrative, processing, or similar fees customarily charged by the Agent in connection with the foregoing.77
Appears in 1 contract
Samples: Credit Agreement (Casper Sleep Inc.)
Settlement Amongst Lenders. (a) The amount of each ABL Lender’s Applicable ABL Percentage of outstanding ABL Loans Swingline Lender may, at any time (including outstanding Swing Line Loansbut, in any event shall weekly, as provided in SECTION 2.22(b)), and on behalf of the amount of each FILO Lender’s Applicable FILO Percentage of outstanding FILO Loans, Borrowers (which hereby authorize the Swingline Lender to act on their behalf in that regard) request the Administrative Agent to cause the Tranche A Lenders to make a Tranche A Loan (which shall be computed weekly (or more frequently a Prime Rate Loan) in the Agent’s discretion) and shall be adjusted upward or downward based on all ABL Loans (including Swing Line Loans) and FILO Loans, and repayments of ABL Loans (including Swing Line Loans) and FILO Loans received by the Agent as of 3:00 p.m. on the first Business Day (such date, the “Settlement Date”) following the end of the period specified by the Agent. (b) The Agent shall deliver to each of the Lenders promptly after a Settlement Date a summary statement of the an amount of outstanding Loans (including Swing Line Loans) for the period and the amount of repayments received for the period. As reflected on the summary statement, (i) the Agent shall transfer to each Lender its Applicable Percentage of repayments, and (ii) each Lender shall transfer to the Agent (as provided below) or the Agent shall transfer to each Lender, such amounts as are necessary to insure that, after giving effect to all such transfers, (A) the amount of ABL Loans made by each ABL Lender shall be equal to such ABL Lender’s Applicable ABL Tranche A Commitment Percentage of all ABL the outstanding amount of Swingline Loans outstanding as made in accordance with SECTION 2.06, which request may be made regardless of whether the conditions set forth in Article IV have been satisfied but subject to the last sentence of this SECTION 2.22(a). Upon such request, each Tranche A Lender shall make available to the Administrative Agent the proceeds of such Settlement Date, and (B) Tranche A Loan for the amount account of FILO Loans made by each FILO Lender shall be equal to such FILO the Swingline Lender’s Applicable FILO Percentage of all FILO Loans outstanding as of such Settlement Date. If the summary statement Swingline Lender requires transfers a Tranche A Loan to be made to the Agent by the Tranche A Lenders and the request therefor is received prior to 1:00 p.m. on a Business Day, such transfers shall be made in immediately available funds no later than 3:00 p.m. that day; and, if the request therefor is received after 1:00 p.m., then no later than 3:00 p.m. on the next Business Day. The obligation of each such Tranche A Lender to transfer such funds is irrevocable, unconditional and without recourse to or warranty by the AgentAdministrative Agent or the Swingline Lender. If and to the extent any Tranche A Lender shall not have so made its transfer to the Administrative Agent, such Tranche A Lender agrees to pay to the Administrative Agent, forthwith on demand demand, such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Administrative Agent, equal to at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation plus compensation. In the event that the Borrowers have not borrowed the full amount of the lesser of the FILO Commitments or Incremental Availability, the Administrative Agent may (notwithstanding any administrativecontrary provision of this Agreement but subject to SECTION 2.22(b)) require a settlement of any Swingline Loan: first, processingfrom the making of FILO Loans, or similar fees customarily charged and thereupon the settlement provisions of this SECTION 2.22(a) shall apply to such settlement by FILO Lenders, mutatis mutandis, and second, from the making of Tranche A Revolving Loans. If for any reason any Swingline Loan cannot be refinanced by a Tranche A Loan in accordance with this SECTION 2.22(a) (including because the conditions set forth in Article IV have not been satisfied), the request submitted by the Swingline Lender as set forth above shall be deemed to be a request by the Swingline Lender that each of the Tranche A Lenders fund its risk participation in the relevant Swingline Loan and each Tranche A Lender’s payment to the Administrative Agent for the account of the Swingline Lender described above shall be deemed payment in connection with the foregoingrespect of such participation.
Appears in 1 contract
Samples: Credit Agreement (Gymboree Corp)
Settlement Amongst Lenders. (a) The amount of each ABL Lender’s Applicable ABL Percentage of outstanding ABL Loans Swingline Lender may, at any time (including outstanding Swing Line Loansbut, in any event shall weekly, as provided in SECTION 2.22(b)), and on behalf of the amount of each FILO Lender’s Applicable FILO Percentage of outstanding FILO Loans, Borrowers (which hereby authorize the Swingline Lender to act on their behalf in that regard) request the Administrative Agent to cause the Tranche A Lenders to make a Tranche A Loan (which shall be computed weekly (or more frequently a Prime Rate Loan) in the Agent’s discretion) and shall be adjusted upward or downward based on all ABL Loans (including Swing Line Loans) and FILO Loans, and repayments of ABL Loans (including Swing Line Loans) and FILO Loans received by the Agent as of 3:00 p.m. on the first Business Day (such date, the “Settlement Date”) following the end of the period specified by the Agent. (b) The Agent shall deliver to each of the Lenders promptly after a Settlement Date a summary statement of the an amount of outstanding Loans (including Swing Line Loans) for the period and the amount of repayments received for the period. As reflected on the summary statement, (i) the Agent shall transfer to each Lender its Applicable Percentage of repayments, and (ii) each Lender shall transfer to the Agent (as provided below) or the Agent shall transfer to each Lender, such amounts as are necessary to insure that, after giving effect to all such transfers, (A) the amount of ABL Loans made by each ABL Lender shall be equal to such ABL Lender’s Applicable ABL Tranche A Commitment Percentage of all ABL the outstanding amount of Swingline Loans outstanding as made in accordance with SECTION 2.06, which request may be made regardless of whether the conditions set forth in Article IV have been satisfied but subject to the last sentence of this SECTION 2.22(a). Upon such request, each Tranche A Lender shall make available to the Administrative Agent the proceeds of such Settlement Date, and (B) Tranche A Loan for the amount account of FILO Loans made by each FILO Lender shall be equal to such FILO the Swingline Lender’s Applicable FILO Percentage of all FILO Loans outstanding as of such Settlement Date. If the summary statement Swingline Lender requires transfers a Tranche A Loan to be made to the Agent by the Tranche A Lenders and the request therefor is received prior to 1:00 p.m. on a Business Day, such transfers shall be made in immediately available funds no later than 3:00 p.m. that day; and, if the request therefor is received after 1:00 p.m., then no later than 3:00 p.m. on the next Business Day. The obligation of each such Tranche A Lender to transfer such funds is irrevocable, unconditional and without recourse to or warranty by the AgentAdministrative Agent or the Swingline Lender. If and to the extent any Tranche A Lender shall not have so made its transfer to the Administrative Agent, such Tranche A Lender agrees to pay to the Administrative Agent, forthwith on demand demand, such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Administrative Agent, equal to at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation plus compensation. In the event that the Borrowers have not borrowed the full amount of the lesser of the FILO Commitments or Incremental Availability, the Administrative Agent may (notwithstanding any administrativecontrary provision of this Agreement but subject to SECTION 2.22(b)) require a settlement of any Swingline Loan: first, processingfrom the making of FILO Loans, or similar fees customarily charged and thereupon the settlement provisions of this SECTION 2.22(a) shall apply to such settlement by FILO Lenders, mutatis mutandis, and second, from the making of Tranche A Revolver Loans. If for any reason any Swingline Loan cannot be refinanced by a Tranche A Loan in accordance with this SECTION 2.22(a) (including because the conditions set forth in Article IV have not been satisfied), the request submitted by the Swingline Lender as set forth above shall be deemed to be a request by the Swingline Lender that each of the Tranche A Lenders fund its risk participation in the relevant Swingline Loan and each Tranche A Lender’s payment to the Administrative Agent for the account of the Swingline Lender described above shall be deemed payment in connection with the foregoingrespect of such participation.
Appears in 1 contract
Samples: Credit Agreement (Gym-Card, LLC)
Settlement Amongst Lenders. (a) The Swingline Lender may, at any time (but, in any event weekly), on behalf of the Borrower (which hereby authorizes the Swingline Lender to act on its behalf in that regard) request the Administrative Agent to cause the Revolving Credit Lenders to make a Revolving Credit Loan (which shall be a Prime Rate Loan) in an amount equal to such Revolving Credit Lender’s Revolving Commitment Percentage of the outstanding amount of each ABL Lender’s Applicable ABL Percentage of outstanding ABL Swingline Loans made in accordance with SECTION 2.06 (including outstanding Swing Line Loansany Permitted Overadvance made as a Swingline Loan), which request may be made regardless of whether the conditions set forth in Article IV have been satisfied. Upon such request, each Revolving Credit Lender shall make available to the Administrative Agent the proceeds of such Revolving Credit Loan (and the amount of each FILO Lender’s Applicable FILO Percentage of outstanding FILO Loans, shall be computed weekly (or more frequently in Administrative Agent may apply Cash Collateral available with respect to the Agent’s discretion) and shall be adjusted upward or downward based on all ABL Loans (including Swing Line Loans) and FILO Loans, and repayments of ABL Loans (including Swing Line Loans) and FILO Loans received by the Agent as of 3:00 p.m. on the first Business Day (such date, the “Settlement Date”) following the end of the period specified by the Agent. (b) The Agent shall deliver to each of the Lenders promptly after a Settlement Date a summary statement of the amount of outstanding Loans (including Swing Line Loansapplicable Swingline Loan) for the period and account of the amount of repayments received for the period. As reflected on the summary statement, (i) the Agent shall transfer to each Lender its Applicable Percentage of repayments, and (ii) each Lender shall transfer to the Agent (as provided below) or the Agent shall transfer to each Swingline Lender, such amounts as are necessary to insure that, after giving effect to all such transfers, (A) the amount of ABL Loans made by each ABL Lender shall be equal to such ABL Lender’s Applicable ABL Percentage of all ABL Loans outstanding as of such Settlement Date, and (B) the amount of FILO Loans made by each FILO Lender shall be equal to such FILO Lender’s Applicable FILO Percentage of all FILO Loans outstanding as of such Settlement Date. If the summary statement Swingline Lender requires transfers a Revolving Credit Loan to be made to the Agent by the Revolving Credit Lenders and the request therefor is received prior to 1:00 p.m. on a Business Day, such transfers shall be made in immediately available funds no later than 3:00 p.m. that day; and, if the request therefor is received after 1:00 p.m., then no later than 3:00 p.m. on the next Business Day. The obligation of each such Revolving Credit Lender to transfer such funds is irrevocable, unconditional and without recourse to or warranty by the AgentAdministrative Agent or the Swingline Lender. If and to the extent any Revolving Credit Lender shall not have so made its transfer to the Administrative Agent, such Revolving Credit Lender agrees to pay to the Administrative Agent, forthwith on demand demand, such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Administrative Agent, equal to at the greater of the Federal Funds Effective Rate and a rate determined by the Administrative Agent in accordance with banking industry rules on interbank compensation plus any administrative, processing, or similar fees customarily charged by the Agent in connection with the foregoingcompensation.
Appears in 1 contract
Samples: Credit Agreement (Radioshack Corp)
Settlement Amongst Lenders. (a) The amount of each ABL Lender’s Applicable ABL Percentage of outstanding ABL Loans (including outstanding Swing Line Loans), and the amount of each FILO Lender’s Applicable FILO Percentage of outstanding FILO Loans, shall be computed weekly (or more frequently in the Agent’s discretion) and shall be adjusted upward or downward based on all ABL Loans (including Swing Line Loans) and FILO Loans, and repayments of ABL Loans (including Swing Line Loans) and FILO Loans received by the Agent as of 3:00 p.m. on the first Business Day (such date, the “Settlement Date”) following the end of the period specified by the Agent. (b) The Agent shall deliver to each of the Lenders promptly after a Settlement Date a summary statement of the amount of outstanding Committed Loans (including and(including Swing Line Loans) for the period and the amount of repayments received for the period. As reflected on the summary statement, (i) the Agent shall transfer to each Lender its Applicable Percentage of repayments, and (ii) each Lender shall transfer to the Agent (as provided below) or the Agent shall transfer to each Lender, such amounts as are necessary to insure that, after giving effect to all such transfers, (A) the amount of ABL CommittedABL Loans made by each ABL Lender shall be equal to such ABL Lender’s Applicable ABL Percentage of all ABL CommittedABL Loans outstanding as of such Settlement Date, and (B) the amount of FILO Loans made by each FILO Lender shall be equal to such FILO Lender’s Applicable FILO Percentage of all FILO Loans outstanding as of such Settlement Date. If the summary statement requires transfers to be made to the Agent by the Lenders and is received prior to 1:00 p.m. on a Business Day, such transfers shall be made in immediately available funds no later than 3:00 p.m. that day; and, if received after 1:00 p.m., then no later than 3:00 p.m. on the next Business Day. The obligation of each Lender to transfer such funds is irrevocable, unconditional and without recourse to or warranty by the Agent. If and to the extent any Lender shall not have so made its transfer to the Agent, such Lender agrees to pay to the Agent, forthwith on demand such amount, together with interest thereon, for each day from such date until the date such amount is paid to the Agent, equal to the greater of the Federal Funds Rate and a rate determined by the Agent in accordance with banking industry rules on interbank compensation plus any administrative, processing, or similar fees customarily charged by the Agent in connection with the foregoing.. Section 2.15 Increase in ABL Commitments. (a) Request for Increase. Provided no Default or Event of Default then exists or would arise therefrom, upon notice to the Agent (which shall promptly notify the ABL Lenders), the Lead Borrower may from time to time, request an increase in the Aggregate ABL Commitments by an amount (for all such requests) not exceeding $100,000,000 (collectively, the “Commitment Increases”); provided, that, (i) any such request for an increase shall be in a minimum amount of $25,000,000, (ii) the Lead Borrower may make a maximum of three such requests, and (iii) the amount of the Aggregate ABL Commitments, as the same may be increased pursuant to this Section 2.15(b), shall not exceed $300,000,000400,000,000 at any time. At the time of sending such notice, the Lead Borrower (in consultation with the Agent) shall specify the time period within which each Lender is requested to respond (which shall in no event be less than ten (10) Business Days from the date of delivery of such notice to the ABL Lenders). (b)
Appears in 1 contract
Samples: Credit Agreement (Chico's Fas, Inc.)
