Special Agent Advances Clause Samples

Special Agent Advances. Administrative Agent (after consultation with and consent of the Collateral Agent) may, at its option, from time to time, at any time on or after an Event of Default and for so long as the same is continuing or upon any other failure of a condition precedent to the making of Loans hereunder, make such disbursements and advances (“Special Agent Advances”) which the Administrative Agent, in its sole discretion after such consultation with the Collateral Agent, deems necessary or desirable either (i) to preserve or protect the Collateral or any portion thereof or (ii) to pay any other amount chargeable to Borrower pursuant to the terms of this Agreement or any of the other Loan Documents consisting of costs, fees and expenses and payments to any Issuing Bank (provided, that in no event shall (i) Special Agent Advances for such purpose exceed the amount equal to $20.0 million in the aggregate outstanding at any time less the then outstanding Overadvances under Section 10.10 hereof and (ii) Special Agent Advances plus the Revolving Exposure exceed the Lenders’ Commitment at the time of such Event of Default or cause any Lender’s Revolving Exposure to exceed such Lender’s Revolving Loan Commitment at the time of such Event of Default). Special Agent Advances shall be repayable on demand and be secured by the Collateral. Special Agent Advances shall not constitute Loans but shall otherwise constitute Obligations hereunder. Administrative Agent shall notify each Lender and Borrower in writing of each such Special Agent Advance, which notice shall include a description of the purpose of such Special Agent Advance. Each Lender agrees that it shall make available to Administrative Agent, upon Administrative Agent’s demand, in immediately available funds, the amount equal to such Lender’s Pro Rata Percentage of each such Special Agent Advance. If such funds are not made available to Administrative Agent by such Lender, Administrative Agent shall be entitled to recover such funds, on demand from such Lender together with interest thereon for each day from the date such payment was due until the date such amount is paid to Administrative Agent at the Federal Funds Rate for each day during such period (as published by the Federal Reserve Bank of New York or at Administrative Agent’s option based on the arithmetic mean determined by Administrative Agent of the rates for the last transaction in overnight Federal funds arranged prior to 9:00 a.m. (New York City time) on tha...
View SourceView Similar (12)
Special Agent Advances. The Administrative Agent may, at its option, from time to time after the Conversion Date, at any time upon the occurrence and continuation of an Event of Default or upon any other failure of a condition precedent to the Loans and Letters of Credit hereunder, make such disbursements and advances (collectively, the "Special Agent Advances") which the Administrative Agent, in its sole discretion, (a) deems necessary or desirable either to preserve or protect the Collateral or any portion thereof or (b) to enhance the likelihood or maximize the amount of repayment by the Credit Parties of the Loans and other Obligations; provided, that (i) the aggregate principal amount of the Special Agent Advances pursuant to this clause (b) outstanding as of any date of determination plus the then outstanding principal amount of the additional Loans and Letters of Credit that the Administrative Agent and/or the Issuing Lender may make or provide as set forth in Section 12.10, shall not exceed an aggregate amount equal to ten percent (10%) of the aggregate Commitments as of such date without the prior written consent of the Required Agreement Lenders and (ii) the aggregate principal amount of the Special Agent Advances pursuant to this clause (b) outstanding as of any date of determination plus the then outstanding principal amount of the Loans and Letters of Credit, shall not exceed the aggregate Commitments as of such date, except at the Administrative Agent's option, provided, that, to the extent that the aggregate principal amount of Special Agent Advances plus the then outstanding principal amount of the Loans and Letters of Credit exceed the aggregate Commitments, the Special Agent Advances that are in excess of the aggregate Commitments shall be for the sole account and risk of the Administrative Agent and notwithstanding anything to the contrary set forth below, no Lender shall have any obligation to provide its share of such Special Agent Advances in excess of the such aggregate Commitments, or (c) to pay any other amount chargeable to any Credit Party pursuant to the terms of this Agreement or any of the other Loan Documents consisting of costs, fees and expenses and payments to the Issuing Lender in respect of any Obligations with respect to Letters of Credit. The Special Agent Advances shall be repayable on demand and together with all interest thereon shall constitute Obligations secured by the Collateral. Special Agent Advances shall not constitute Loans but sh...
View SourceView Similar (7)
Special Agent Advances. The Administrative Agent may, at its option, from time to time, at any time on or after an Event of Default and for so long as the same is continuing or upon any other failure of a condition precedent to the Loans and Letters of Credit hereunder, make such
View SourceView Similar (2)
Special Agent Advances. Agent may in its sole discretion at any time that an Event of Default exists or upon any failure of a condition precedent to any of the Loans, make such disbursements and advances (“Special Agent Advances”) which Agent, in its sole discretion, (i) deems necessary or desirable either to preserve or protect any portion of the Collateral, (ii) to enhance the likelihood of or maximize the amount of repayment by Credit Parties of the Obligations, and/or (iii) to pay any other amount chargeable to any Credit Party pursuant to the terms of any Loan Documents, including without limitation, costs, fees and expenses. Notwithstanding any provision of the Loan Documents, Special Agent Advances shall be deemed an Advance under this Agreement but shall be repayable on demand and together with all interest thereon and shall be payable prior to the payment of interest and principal of all other Loans. Each Lender agrees that it shall make available to Agent, upon Agent’s demand in immediately available funds, the amount equal to such Lender’s Pro Rata Share of each such Special Agent Advance.
View SourceView Similar (2)
Special Agent Advances. THE ADMINISTRATIVE AGENT MAY, AT ITS OPTION, FROM TIME TO TIME AFTER THE CONVERSION DATE, AT ANY TIME UPON THE OCCURRENCE AND CONTINUATION OF AN EVENT OF DEFAULT OR UPON ANY OTHER FAILURE OF A CONDITION PRECEDENT TO THE LOANS AND LETTERS OF CREDIT HEREUNDER, MAKE SUCH DISBURSEMENTS AND ADVANCES (COLLECTIVELY, THE "SPECIAL AGENT ADVANCES") WHICH THE ADMINISTRATIVE AGENT, IN ITS SOLE DISCRETION, (A) DEEMS NECESSARY OR DESIRABLE EITHER TO PRESERVE OR PROTECT THE COLLATERAL OR ANY PORTION THEREOF OR (B) TO ENHANCE THE LIKELIHOOD OR MAXIMIZE THE AMOUNT OF REPAYMENT BY THE CREDIT PARTIES OF THE -- LOANS AND OTHER OBLIGATIONS; PROVIDED, THAT (I) THE AGGREGATE PRINCIPAL AMOUNT OF THE SPECIAL AGENT ADVANCES PURSUANT TO THIS CLAUSE (B) OUTSTANDING AS OF ANY DATE OF DETERMINATION PLUS THE THEN OUTSTANDING PRINCIPAL AMOUNT OF THE ADDITIONAL REVOLVING CREDIT LOANS AND LETTERS OF CREDIT THAT THE ADMINISTRATIVE AGENT AND/OR THE ISSUING LENDER MAY MAKE OR PROVIDE AS SET FORTH IN SECTION 13.11 SHALL NOT EXCEED AN AGGREGATE AMOUNT EQUAL TO TEN PERCENT (10%) OF THE AGGREGATE COMMITMENTS AS OF SUCH DATE WITHOUT THE PRIOR WRITTEN CONSENT OF THE REQUIRED AGREEMENT LENDERS AND (II) THE AGGREGATE PRINCIPAL AMOUNT OF THE SPECIAL AGENT ADVANCES PURSUANT TO THIS CLAUSE (B) OUTSTANDING AS OF ANY DATE OF DETERMINATION PLUS THE THEN OUTSTANDING PRINCIPAL AMOUNT OF THE LOANS AND LETTERS OF CREDIT, SHALL NOT EXCEED THE AGGREGATE COMMITMENTS AS OF SUCH DATE, EXCEPT AT THE ADMINISTRATIVE AGENT'S OPTION, PROVIDED, THAT, TO THE EXTENT THAT THE AGGREGATE PRINCIPAL AMOUNT OF SPECIAL AGENT ADVANCES PLUS THE THEN OUTSTANDING PRINCIPAL AMOUNT OF THE LOANS AND LETTERS OF CREDIT EXCEED THE AGGREGATE COMMITMENTS, THE SPECIAL AGENT ADVANCES THAT ARE IN EXCESS OF THE AGGREGATE COMMITMENTS SHALL BE FOR THE SOLE ACCOUNT AND RISK OF THE ADMINISTRATIVE AGENT AND NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH BELOW, NO LENDER SHALL HAVE ANY OBLIGATION TO PROVIDE ITS SHARE OF SUCH SPECIAL AGENT ADVANCES IN EXCESS OF THE SUCH AGGREGATE COMMITMENTS, OR (C) TO PAY ANY OTHER AMOUNT CHARGEABLE TO ANY CREDIT PARTY PURSUANT TO THE TERMS OF THIS AGREEMENT OR ANY OF THE OTHER LOAN DOCUMENTS CONSISTING OF COSTS, FEES AND EXPENSES AND PAYMENTS TO THE ISSUING LENDER IN RESPECT OF ANY OBLIGATIONS WITH RESPECT TO LETTERS OF CREDIT. THE SPECIAL AGENT ADVANCES SHALL BE REPAYABLE ON DEMAND AND TOGETHER WITH ALL INTEREST THEREON SHALL CONSTITUTE OBLIGATIONS SECURED BY THE COLLATERAL. SPECIAL AGENT ADVANCES SHALL NOT CONS...
View SourceView Similar (2)
Special Agent Advances. Section 12.11(a)(ii) of the Loan Agreement is hereby amended by deleting the reference to “$10,000,000” and replacing it with “the Specified Overadvance Limit”.
View Source
Special Agent Advances. 132 SECTION 10.12
View Source
Special Agent Advances. Section 12.11(a) of the Loan Agreement is hereby amended by deleting such Section in its entirety and replacing it with the following: (a) (i) Agent may, at its option, from time to time, at any time on or after the occurrence of an Event of Default and for so long as the same is continuing or upon any other failure of a condition precedent to the Loans and Letter of Credit Accommodations hereunder, make such disbursements and advances (“Special Agent Advances”) which Agent, in its sole discretion, deems necessary or desirable either (A) to preserve or protect the Collateral or any portion thereof, or (B) to enhance the likelihood or maximize the amount of repayment by Borrowers and Guarantors of the Loans and other Obligations, or (C) to pay any amounts to any issuer of Letter of Credit Accommodations, or (D) to pay any other amount chargeable to any Borrower or Guarantor pursuant to the terms of this Agreement or any of the other Financing Agreements consisting of costs, fees and expenses.
View Source
Special Agent Advances. Section 12.11(a) of the Loan Agreement is hereby amended by adding the following language immediately after the phrase “Special Agent Advances shall not constitute Loans but shall otherwise constitute Obligations hereunder.”: “Interest on Special Agent Advances shall be payable at the highest Interest Rate then applicable to any outstanding Loans and shall be payable on demand.” :
View Source

Related to Special Agent Advances

  • Agent Advances (i) Subject to the limitations set forth below, the Agent is authorized by the Borrower and the Revolving Credit Lenders, from time to time in the Agent’s sole discretion, upon notice to the Revolving Credit Lenders, (A) after the occurrence of a Default or an Event of Default, or (B) at any time that any of the other conditions precedent set forth in Article IX have not been satisfied, to make Base Rate Loans to the Borrower on behalf of the Lenders in an aggregate principal amount outstanding at any time not to exceed 10% of the Borrowing Base (provided that the making of any such Loan does not cause the Aggregate Revolver Outstandings to exceed the Maximum Revolver Amount) which the Agent, in its good faith judgment, deems necessary or desirable (1) to preserve or protect the Collateral, or any portion thereof, (2) to enhance the likelihood of, or maximize the amount of, repayment of the Loans and other Obligations (including through Base Rate Loans for the purpose of enabling Holdings and its Subsidiaries to meet their payroll and associated Tax obligations), and/or (3) to pay any other amount chargeable to the Borrower pursuant to the terms of this Agreement, including costs, fees and expenses as described in Section 14.7 (any of such advances are herein referred to as “Agent Advances”); provided, that the Required Lenders may at any time revoke the Agent’s authorization to make Agent Advances. Any such revocation must be in writing and shall become effective prospectively upon the Agent’s receipt thereof. (ii) The Agent Advances shall be secured by the Collateral Agent’s Liens in and to the Collateral and shall constitute Base Rate Loans and Obligations hereunder.

  • Term Loan Advances Subject to Section 2.4(b), the principal amount outstanding under the Term Loan Advances shall accrue interest at a floating per annum rate equal to the greater of (A) two and one-quarter of one percent (2.25%) above the Prime Rate and (B) (1) with respect to the Term A Loan Advance and the Term B Loan Advance, seven and one-half of one percent (7.50%) and (2) with respect to the Term C Loan Advance, seven percent (7.0%), which interest, in each case, shall be payable monthly in accordance with Section 2.4(d) below.”

  • Revolver Advances (a) Subject to the terms and conditions of this Agreement, and during the term of this Agreement, each Lender with a Commitment agrees (severally, not jointly or jointly and severally) to make revolving loans (“Advances”) to Borrowers in an amount at any one time outstanding not to exceed the lesser of: (i) such Lender’s Commitment, or (ii) such Lender’s Pro Rata Share of an amount equal to the lesser of: (A) the Maximum Revolver Amount less the sum of (1) the Letter of Credit Usage at such time, plus (2) the principal amount of Swing Loans outstanding at such time, and (B) the Borrowing Base at such time less the sum of (1) the Letter of Credit Usage at such time, plus (2) the principal amount of Swing Loans outstanding at such time. (b) Amounts borrowed pursuant to this Section 2.1 may be repaid and, subject to the terms and conditions of this Agreement, reborrowed at any time during the term of this Agreement. The outstanding principal amount of the Advances, together with interest accrued thereon, shall be due and payable on the Maturity Date or, if earlier, on the date on which they are declared due and payable pursuant to the terms of this Agreement. (c) Anything to the contrary in this Section 2.1 notwithstanding, Agent shall have the right (but not the obligation) to establish, increase, reduce, eliminate, or otherwise adjust reserves from time to time against the Borrowing Base or the Maximum Revolver Amount in such amounts, and with respect to such matters, as Agent in its Permitted Discretion shall deem necessary or appropriate, including (i) reserves in an amount equal to the Bank Product Reserve Amount, (ii) reserves with respect to (A) sums that Parent or its Subsidiaries are required to pay under any Section of this Agreement or any other Loan Document (such as taxes, assessments, insurance premiums, or, in the case of leased assets, rents or other amounts payable under such leases) and has failed to pay when due, and (B) amounts owing by Parent or its Subsidiaries to any Person to the extent secured by a Lien on, or trust over, any of the Collateral (other than a Permitted Lien which is a permitted purchase money Lien or the interest of a lessor under a Capital Lease), which Lien or trust, in the Permitted Discretion of Agent likely would have a priority superior to Agent’s Liens (such as Liens or trusts in favor of landlords, warehousemen, carriers, mechanics, materialmen, laborers, or suppliers, or Liens or trusts for ad valorem, excise, sales, or other taxes where given priority under applicable law) in and to such item of the Collateral, and (iii)

  • Disbursement of Revolving Credit and Swingline Loans Not later than 2:00 p.m. on the proposed borrowing date, (i) each Revolving Credit Lender will make available to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in funds immediately available to the Administrative Agent, such Revolving Credit Lender’s Revolving Credit Commitment Percentage of the Revolving Credit Loans to be made on such borrowing date and (ii) the Swingline Lender will make available to the Administrative Agent, for the account of the Borrower, at the office of the Administrative Agent in funds immediately available to the Administrative Agent, the Swingline Loans to be made on such borrowing date. The Borrower hereby irrevocably authorizes the Administrative Agent to disburse the proceeds of each borrowing requested pursuant to this Section in immediately available funds by crediting or wiring such proceeds to the deposit account of the Borrower identified in the most recent notice substantially in the form attached as Exhibit C (a “Notice of Account Designation”) delivered by the Borrower to the Administrative Agent or as may be otherwise agreed upon by the Borrower and the Administrative Agent from time to time. Subject to Section 5.7 hereof, the Administrative Agent shall not be obligated to disburse the portion of the proceeds of any Revolving Credit Loan requested pursuant to this Section to the extent that any Revolving Credit Lender has not made available to the Administrative Agent its Revolving Credit Commitment Percentage of such Loan. Revolving Credit Loans to be made for the purpose of refunding Swingline Loans shall be made by the Revolving Credit Lenders as provided in Section 2.2(b).

  • Disbursement of Loans Not later than 1:00 p.m. (Chicago time) on the date of any requested advance of a new Borrowing, subject to Section 7 hereof, each Lender shall make available its Loan comprising part of such Borrowing in funds immediately available at the principal office of the Administrative Agent in Chicago, Illinois (or at such other location as the Administrative Agent shall designate). The Administrative Agent shall make the proceeds of each new Borrowing available to the Borrower on the date of such Borrowing as instructed by the Borrower.