Common use of Successor Rates Clause in Contracts

Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate for Dollars shall be deemed to apply to Adjusted Term SOFR Loans and Term SOFR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans and Term SOFR, as applicable. [[6072300]] Exhibit A FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST Bank of America, N.A., as Administrative Agent for the Lenders party to the Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment thereto, dated as of January 14, 2018, by the Second Amendment thereto, dated as of April 3, 2018, by the Third Amendment thereto, dated as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time), by and among Certara Intermediate, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporation, and each of (i) Certara Holdco, Inc., a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent Borrower”), and (ii) Certara USA, Inc., a Delaware corporation and the indirect wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (the “Co-Borrower” and, together with the Parent Borrower, each a “Borrower” and collectively the “Borrowers”), the Lenders from time to time party thereto, Bank of America, N.A., in its capacities as administrative agent and collateral agent for the Lenders (the “Administrative Agent”), and Bank of America, N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined in the Credit Agreement or the LIBOR Transition Amendment, as the context may require, are used herein with the same meanings unless otherwise defined herein. The Borrowers identified in item A below hereby give you notice pursuant to Section 2.03 of the Credit Agreement that they request the Borrowings under the Credit Agreement to be made on [●] [●], 20[●], and in that connection set forth below the terms on which the Borrowings are requested to be made: 1 The Administrative Agent must be notified in writing or by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Term SOFR Loans having an Interest Period of other than one, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate Lenders.

Appears in 1 contract

Samples: Libor Transition Amendment (Certara, Inc.)

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Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate for Dollars a currency shall be deemed to apply to Adjusted Term SOFR Alternative Currency Loans and Term SOFR, as applicable, XXXXX and the related defined terms shall be deemed to include Adjusted Term SOFR Loans and Term SOFR, as applicableSterling. [[6072300]] Exhibit A CHAR1\0000000x0 FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST COMMITTED LOAN NOTICE (Alternative Currency Loans) TO: Bank of America, N.A., as Administrative Agent for the Lenders party to the RE: Amended and Restated Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment theretoAgreement, dated as of January 14October 30, 2018, by the Second Amendment thereto, dated as of April 3, 2018, by the Third Amendment thereto, dated as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time)2020, by and among Certara Intermediate, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporation, and each of (i) Certara HoldcoBlackbaud, Inc., a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent BorrowerCompany”), and (ii) Certara USA, Inc., a Delaware corporation and the indirect wholly-owned subsidiary certain Subsidiaries of the Buyer after giving effect Company from time to the Acquisition time party thereto as subsidiary borrowers (the “Co-BorrowerSubsidiary Borrowers” and, together with the Parent BorrowerCompany, each a “Borrower” and collectively the “Borrowers”), the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent, Swingline Lender and an Issuing Lender (as amended, restated, amended and restated, modified, extended, restated, replaced, or supplemented from time to time, the “Credit Agreement”; capitalized terms used herein and not otherwise defined shall have the meanings set forth in its capacities as administrative agent and collateral agent for the Lenders Credit Agreement) DATE: [Date] The undersigned hereby requests (select one): ☐ A Borrowing of Alternative Currency Loans 1. On (the “Administrative AgentCredit Extension Date”), and Bank . 2. In the amount of America, N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined [$] in the following currency: Sterling. 3. Comprised of: ☐ Alternative Currency Daily Rate Loans [The Revolving Credit Agreement or the LIBOR Transition Amendment, as the context may require, are used Loan(s) requested herein complies with the same meanings unless otherwise defined herein. proviso to the first sentence of Section [2.1(a)/2.1(b)] of the Credit Agreement.]1 [The Borrowers identified undersigned Borrower hereby represents and warrants that the conditions specified in item A below hereby give you notice pursuant to Section 2.03 5.2 of the Credit Agreement that they request shall be satisfied on and as of the Borrowings under the Credit Agreement to be made on [●] [●], 20[●], and in that connection set forth below the terms on which the Borrowings are requested to be made: 1 The Administrative Agent must be notified in writing or by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Term SOFR Loans having an Interest Period of other than one, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate Lenders.Credit Extension Date.]2

Appears in 1 contract

Samples: Libor Transition Amendment (Blackbaud Inc)

Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate for Dollars shall be deemed to apply to Adjusted Term SOFR Loans and Term SOFR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans Dollars and Term SOFR, as applicable. [[6072300]] Exhibit A FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST COMMITTED LOAN NOTICE (TERM SOFR LOANS) To: Bank of America, N.A., as Administrative Agent for the Lenders party to the Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Ladies and Gentlemen: Reference is hereby made to that certain Third Amended and Restated Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment thereto, dated as of January 14, 2018, by the Second Amendment theretoAgreement, dated as of April 325, 2018, by the Third Amendment thereto, dated 2017 (as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restatedextended, supplemented or otherwise modified in writing from time to time, the "Agreement"; the terms defined therein being used herein as therein defined), by and among Certara Intermediate, Inc. (formerly EQT Avatar Intermediate, Inc.)GLOBAL OPERATING LLC, a Delaware corporationlimited liability company ("OLLC"), Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.)GLOBAL COMPANIES LLC, a Delaware corporationlimited liability company ("Global"), and each of (i) Certara Holdco, Inc.GLOBAL MONTELLO GROUP CORP., a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent Borrower”"Montello"), and (ii) Certara USA, Inc.XXXX HES CORP., a Delaware corporation ("Xxxx Hes"), BASIN TRANSLOAD, LLC, a Delaware limited liability company ("Basin"), CHELSEA SANDWICH LLC, a Delaware limited liability company ("Chelsea LLC"), GLP FINANCE CORP., a Delaware corporation ("Finance"), ALLIANCE ENERGY LLC, a Massachusetts limited liability company ("Alliance"), CASCADE XXXXX HOLDINGS LLC, an Oregon limited liability company ("Cascade") and XXXXXX EQUITIES, INC., a Delaware Corporation ("Xxxxxx" and, collectively with OLLC, Global, Xxxxxxxx, Xxxx Hes, Basin, Chelsea LLC, Finance, Alliance and Cascade, the indirect wholly-owned subsidiary of the Buyer after giving effect to the Acquisition "Borrowers" and each individually, a "Borrower"), GLOBAL PARTNERS LP, a Delaware limited partnership (the “Co-Borrower” and, together with the Parent Borrower"MLP"), each a “Borrower” and collectively the “Borrowers”), the Lenders lender from time to time party theretohereto (collectively, Bank of Americathe "Lenders" and individually, a "Lender"), BANK OF AMERICA, N.A., in its capacities as administrative agent and collateral agent for the Lenders (the “Administrative Agent”), Swing Line Lender, L/C Issuer and Bank of AmericaAlternative Currency Fronting Lender, JPMORGAN CHASE BANK, N.A. as an L/C Issuer, JPMORGAN CHASE BANK, N.A. and Jefferies Finance LLC XXXXX FARGO BANK, N.A. as Issuing Banks. Terms defined in the Credit Agreement or the LIBOR Transition AmendmentCo- Syndication Agents and CITIZENS BANK, N.A., SOCIETE GENERALE, BNP PARIBAS, MUFG BANK, LTD., CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, COOPERATIEVE RABOBANK U.A., NEW YORK BRANCH, SANTANDER BANK, N.A., T.D. BANK, N.A. AND CAPITAL ONE, N.A., as the context may requireCo-Documentation Agents. The undersigned hereby requests (select one): The Committed Borrowing, are used if any, requested herein complies with the same meanings unless otherwise defined herein. The Borrowers identified in item A below hereby give you notice pursuant provisos to the first sentence of Section 2.03 2.01[a][b][c] of the Credit Agreement that they request the Borrowings under the Credit Agreement to be made on [●] [●]Agreement. GLOBAL OPERATING LLC GLOBAL COMPANIES LLC GLOBAL MONTELLO GROUP CORP. XXXX HES CORP. BASIN TRANSLOAD, 20[●]LLC CHELSEA SANDWICH LLC GLP FINANCE CORP. ALLIANCE ENERGY LLC CASCADE XXXXX HOLDINGS LLC XXXXXX EQUITIES, and in that connection set forth below the terms on which the Borrowings are requested to be madeINC. By: 1 The Administrative Agent must be notified in writing or by telephone (with such telephonic notification to be promptly confirmed in writing)___________________________________________________________ Name: Title: BANK OF AMERICA, which must be received by the Administrative Agent (by hand deliveryN.A., fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, howeverSwing Line Lender, that if the applicable Borrower wishes to request Term SOFR Loans having Alternative Currency Fronting Lender and L/C Issuer JPMORGAN CHASE BANK, N.A. as an Interest Period of other than oneL/C Issuer, three or six months in duration JPMORGAN CHASE BANK, N.A. and XXXXX FARGO BANK, N.A. as provided in the definition of “Interest Period,” (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time Co-Syndication Agents CITIZENS BANK, N.A., SOCIETE GENERALE, BNP PARIBAS, MUFG BANK, LTD., CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, COOPERATIEVE RABOBANK U.A., NEW YORK BRANCH, SANTANDER BANK, N.A., T.D. BANK, N.A. AND CAPITAL ONE, N.A., as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate Lenders.Co-Documentation Agents ARTICLE I. DEFINITIONS AND ACCOUNTING TERMS 2 1.01 Defined Terms 2 1.02 Other Interpretive Provisions 64 1.03 Accounting Terms 64 1.04 Rounding 65

Appears in 1 contract

Samples: Credit Agreement (Global Partners Lp)

Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate for Dollars a currency shall be deemed to apply to Adjusted Term SOFR Loans and Term SOFR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans and Term SOFR, as applicable. [[6072300]Remainder of page intentionally left blank] Exhibit A FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST Date: ___________, _____1 To: Bank of America, N.A., as Administrative Agent for the Lenders party to the Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Ladies and Gentlemen: Reference is hereby made to that certain the Third Amended and Restated Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment theretoAgreement, dated as of January 14November 2, 2018, by the Second Amendment thereto, dated 2016 (as of April 3, 2018, by the Third Amendment thereto, dated as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restatedextended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement”; the terms defined therein being used herein as therein defined), by and among Certara Intermediate, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporation, and each of (i) Certara Holdco, Inc.Harsco Corporation, a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent Borrower”), and (ii) Certara USA, Inc., a Delaware corporation and the indirect wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (the “Co-Borrower” and, together with the Parent Borrower, each a “Borrower” and collectively the “BorrowersCompany”), the Lenders Approved Borrowers from time to time parties to this Agreement, the several banks and other financial institutions or entities from time to time parties to this Agreement (the “Lenders”), the issuing lenders from time to time party theretothereto (the “Issuing Lenders”), Bank of America, N.A., as Administrative Agent (in its capacities as administrative agent and collateral agent for the Lenders (such capacity, the “Administrative Agent”)) and as collateral agent (in such capacity, and Bank of Americaincluding any successor thereto, N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined in the Credit Agreement or “Collateral Agent”) for the LIBOR Transition Amendment, as the context may require, are used herein with the same meanings unless otherwise defined hereinLenders. The Borrowers identified in item A below undersigned hereby give you notice pursuant to Section 2.03 of requests the Credit Agreement that they request the Borrowings under the Credit Agreement [Borrowing[s]] [conversion[s]] [continuation[s]]2 to be made on [●] [●], 20[●], and in that connection the date(s) set forth below the terms on which the Borrowings are requested to be madebelow: 1 The Administrative Agent must be notified in writing Indicate:Borrowing,Conversion or by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested Continuation Indicate:Applicable Borrower Name Indicate:Requested Amount Indicate date of any Borrowing of ABR Loans (orBorrowing, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Conversion or Continuation:Date Indicate:Currency Indicate:Base Rate Loan orTerm SOFR Loan For Term SOFR Loans having an Indicate:Interest Period of other than one(e.g., three 1, 3 or six months in duration as provided in the definition of “Interest Period,” (A6 month interest period) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate Lenders.Dollar

Appears in 1 contract

Samples: Third Amended and Restated Credit Agreement (Harsco Corp)

Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current LIBOR Successor Rate for Dollars a currency shall be deemed to apply to Adjusted Term SOFR Alternative Currency Loans and Term SOFRXXXXX and EURIBOR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans Sterling and Term SOFREuros and XXXXX and XXXXXXX, as applicable. [[6072300]] Exhibit A Appendix A-5 FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST COMMITTED LOAN NOTICE (Alternative Currency Loans) Date: ___________, _____1 To: Bank of America, N.A., as Administrative Agent for the Lenders party to the Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Ladies and Gentlemen: Reference is hereby made to that certain Second Amended and Restated Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment theretoAgreement, dated as of January 14March 25, 2018, by the Second Amendment thereto, dated 2020 (as of April 3, 2018, by the Third Amendment thereto, dated as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restatedextended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement;” the terms defined therein being used herein as therein defined), by and among Certara Intermediate, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporation, and each of (i) Certara HoldcoXxxxxxx-Xxxxxx, Inc., a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent Borrower”), and (ii) Certara USAthe Designated Borrowers from time to time party thereto, Inc., a Delaware corporation and the indirect wholly-owned subsidiary of the Buyer after giving effect Guarantors from time to the Acquisition (the “Co-Borrower” and, together with the Parent Borrower, each a “Borrower” and collectively the “Borrowers”)time party thereto, the Lenders from time to time party thereto, the L/C Issuers from time to time party thereto and Bank of America, N.A., in its capacities as administrative agent and collateral agent for Administrative Agent. The Parent Borrower hereby requests on behalf of itself or, if applicable, the Lenders Designated Borrower referenced below (the “Administrative AgentApplicable Borrower)) on [TYPE REQUESTED FUNDING DATE] (a Business Day) (select one)2: Indicate:Borrowing,Conversion or Continuation Indicate:Applicable Borrower Name Indicate:Requested Amount3 Indicate:Currency Indicate:Alternative Currency Daily Rate Loan or Alternative Currency Term Rate Loan For Alternative Currency Term Rate Loans Indicate: Interest Period (e.g., and Bank of America1, N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined 3 or 6 month interest period)4 The Borrowing, if any, requested herein complies with the requirements set forth in the Credit Agreement or the LIBOR Transition Amendment, as the context may require, are used herein with the same meanings unless otherwise defined herein. The Borrowers identified in item A below hereby give you notice pursuant to Section 2.03 of the Credit Agreement that they request the Borrowings under the Credit Agreement to be made on [●] [●], 20[●], and in that connection set forth below the terms on which the Borrowings are requested to be made: 1 The Administrative Agent must be notified in writing or by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Term SOFR Loans having an Interest Period of other than one, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate LendersAgreement.

Appears in 1 contract

Samples: First Amendment (Libor Transition) (Kennedy-Wilson Holdings, Inc.)

Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate for Dollars shall be deemed to apply to Adjusted Term SOFR Loans and Term SOFR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans Dollars and Term SOFR, as applicable. [[6072300]] Exhibit A FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST Bank of America, N.A., as Administrative Agent for the Lenders party to the Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Xxxxxxxxxxx Xx. Mail Code: TX2-981984-0203-29 Plano23 Richardson, TX 75024 TX, 75082 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Xxxxxxx X. Xxxxxxxx xxxxxxx.x.xxxxxxxx@xxxx.xxx Ladies and Gentlemen: Reference is hereby made to that certain the Credit Agreement dated as of August 15September 1, 2017 (as amended by the First Amendment thereto, dated as of January 14, 2018, by the Second Amendment thereto, dated as of April 3, 2018, by the Third Amendment thereto, dated as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time)as of the date hereof, by and the “Credit Agreement”) among Certara Intermediate, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporation, and each of (i) Certara Holdco, Inc.ABM Industries Incorporated, a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent BorrowerCompany”), and (ii) Certara USA, Inc., a Delaware corporation and the indirect wholly-owned subsidiary subsidiaries of the Buyer after giving effect Company from time to the Acquisition time party thereto as Designated Borrowers (the each a Co-Designated Borrower” and, together with the Parent BorrowerCompany, the “Borrowers” and, each a “Borrower” and collectively the “Borrowers”), the Lenders from time to time party thereto, Bank of America, N.A., in its capacities as administrative agent Administrative Agent and collateral agent for certain other Persons from time to time party thereto. Capitalized terms used but not otherwise defined herein shall have the Lenders (the “Administrative Agent”), and Bank of America, N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined meanings specified in the Credit Agreement or Agreement. This notice constitutes a Borrowing Request and the LIBOR Transition Amendmentundersigned hereby gives you notice, as the context may require, are used herein with the same meanings unless otherwise defined herein. The Borrowers identified in item A below hereby give you notice pursuant to Section 2.03 of the Credit Agreement Agreement, that they request the Borrowings it requests a Borrowing under the Credit Agreement to be made on [●] [●], 20[●]Agreement, and in that connection set forth below therewith specifies the terms on which the Borrowings are requested following information with respect to be made: 1 The Administrative Agent must be notified in writing or by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Term SOFR Loans having an Interest Period of other than one, three or six months in duration as provided in the definition of “Interest Period,” Borrowing: (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date Name of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and Borrower: [ABM Industries Incorporated][ ] (B) not later than 11:00 a.m. three Class of Borrowing:1 (C) Aggregate principal amount of Borrowing:2 (D) Date of Borrowing (which is a Business Days before Day): (E) Type of Borrowing:3 (F) Interest Period and the requested date of the relevant last day thereof:4 1 Specify Term Loan Borrowing, Dollar Tranche Revolving Borrowing, Multicurrency Tranche Revolving Borrowing, Incremental Borrowing or Refinancing Borrowing, and if an Incremental Borrowing, specify the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate LendersSeries.

Appears in 1 contract

Samples: Libor Transition Amendment (Abm Industries Inc /De/)

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Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate for Dollars shall be deemed to apply to Adjusted Term SOFR Loans and Term SOFR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans Dollars and Term SOFR, as applicable. [[6072300]] Exhibit A FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST COMMITTED LOAN NOTICE (Term SOFR Loans) TO: Bank of America, N.A., as Administrative Agent for the Lenders party to the RE: Amended and Restated Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Ladies and Gentlemen: Reference is hereby made to that certain Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment theretoAgreement, dated as of January 14October 30, 2018, by the Second Amendment thereto, dated as of April 3, 2018, by the Third Amendment thereto, dated as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time)2020, by and among Certara Intermediate, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporation, and each of (i) Certara HoldcoBlackbaud, Inc., a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent BorrowerCompany”), and (ii) Certara USA, Inc., a Delaware corporation and the indirect wholly-owned subsidiary certain Subsidiaries of the Buyer after giving effect Company from time to the Acquisition time party thereto as subsidiary borrowers (the “Co-BorrowerSubsidiary Borrowers” and, together with the Parent BorrowerCompany, each a “Borrower” and collectively the “Borrowers”), the Lenders from time to time party thereto, and Bank of America, N.A., as Administrative Agent, Swingline Lender and an Issuing Lender (as amended, restated, amended and restated, modified, extended, restated, replaced, or supplemented from time to time, the “Credit Agreement”; capitalized terms used herein and not otherwise defined shall have the meanings set forth in its capacities as administrative agent and collateral agent for the Lenders Credit Agreement) DATE: [Date] The undersigned hereby requests (select one): ☐ A Borrowing of [Dollar Tranche Revolving Credit][Designated Currency Tranche Revolving Credit][Term][Incremental Term] Loans ☐ A [conversion] or [continuation] of [Dollar Tranche Revolving Credit][Designated Currency Tranche Revolving Credit][Term][Incremental Term] Loans 1. On (the “Administrative AgentCredit Extension Date”), and Bank . 2. In the amount of America, N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined $ in the following currency: Dollars. 3. Comprised of: ☐ Base Rate Loans ☐ Term SOFR Loans 4. For Term SOFR Loans: with an Interest Period of __ months. [The Revolving Credit Agreement or the LIBOR Transition Amendment, as the context may require, are used Loan(s) requested herein complies with the same meanings unless otherwise defined herein. proviso to the first sentence of Section [2.1(a)/2.1(b)] of the Credit Agreement.]1 [The Borrowers identified undersigned Borrower hereby represents and warrants that the conditions specified in item A below hereby give you notice pursuant to Section 2.03 5.2 of the Credit Agreement that they request shall be satisfied on and as of the Borrowings under the Credit Agreement to be made on [●] [●], 20[●], and in that connection set forth below the terms on which the Borrowings are requested to be made: 1 The Administrative Agent must be notified in writing or by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Term SOFR Loans having an Interest Period of other than one, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate Lenders.Credit Extension Date.]2

Appears in 1 contract

Samples: Libor Transition Amendment (Blackbaud Inc)

Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate for Dollars a currency shall be deemed to apply to Adjusted Term SOFR Loans Alternative Currency Advances and Term SOFRXXXXX, XXXXX and EURIBOR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans Sterling, Japanese Yen and Term SOFREuros and XXXXX, TIBOR and EURIBOR, as applicable. [[6072300]] Exhibit A FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST Bank of America, N.A., as Administrative Agent for the Lenders party parties to the Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 [Address] [Date] Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Bank Loan Syndication Ladies and Gentlemen: Reference is hereby made The undersigned, [Name of Borrower], refers to that certain the Amended and Restated Five Year Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment theretoAgreement, dated as of January 14March 31, 2018, by the Second Amendment thereto, dated 2021 (as of April 3, 2018, by the Third Amendment thereto, dated as of June 17, 2021, and by the LIBOR Transition Amendment thereto, dated as of June 26, 2023 (the “LIBOR Transition Amendment”), and as further amended, restated, amended and restated, supplemented or otherwise modified from time to time, the “Credit Agreement”, the terms defined therein being used herein as therein defined), by and among Certara Intermediatethe undersigned, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporationcertain Lenders parties thereto, and each of (i) Certara Holdco, Inc., a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (as defined therein) (the “Parent Borrower”), and (ii) Certara USA, Inc., a Delaware corporation and the indirect wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (the “Co-Borrower” and, together with the Parent Borrower, each a “Borrower” and collectively the “Borrowers”), the Lenders from time to time party thereto, Bank of America, N.A., in its capacities as administrative agent and collateral agent Administrative Agent for the Lenders (the “Administrative Agent”)said Lenders, and Bank of Americahereby gives you notice, N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined in the Credit Agreement or the LIBOR Transition Amendmentirrevocably, as the context may require, are used herein with the same meanings unless otherwise defined herein. The Borrowers identified in item A below hereby give you notice pursuant to Section 2.03 2.02 of the Credit Agreement that they request the Borrowings undersigned hereby requests a Revolving Credit Borrowing under the Credit Agreement to be made on [●] [●], 20[●]Agreement, and in that connection set sets forth below the terms on which information relating to such Revolving Credit Borrowing (the Borrowings are requested to be made: 1 The Administrative Agent must be notified in writing or “Proposed Revolving Credit Borrowing”) as required by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by Section 2.02(a) of the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than Credit Agreement: (i) 11:00 a.m. two The Business Days prior to Day of the requested day of any Proposed Revolving Credit Borrowing and is _______________. (ii) 12:00 p.m. on The Type of Advances comprising the requested date Proposed Revolving Credit Borrowing is [Base Rate Advances] [Eurocurrency Rate Advances] [Alternative Currency Daily Rate Advances] [Alternative Currency Term Rate Advances]. (iii) The aggregate amount of any the Proposed Revolving Credit Borrowing is [$_______________] [for a Revolving Credit Borrowing in a Major Currency, list currency and amount of ABR Loans Revolving Credit Borrowing]. (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Term SOFR Loans having an iv) The initial Interest Period of other than one, three or six months in duration for each Alternative Currency Term Rate Advance made as provided in the definition of “Interest Period,” (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date part of the relevant Proposed Revolving Credit Borrowing is _____ month[s].] (or such later time as v) The initial Alternative Currency Daily Rate Advance Interest Payment Date is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders end of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate Lenderseach calendar [month][quarter].]

Appears in 1 contract

Samples: Libor Transition Amendment (Honeywell International Inc)

Successor Rates. The provisions in the Credit Agreement addressing the replacement of a current Successor Rate successor rate for Dollars a currency shall be deemed to apply to Adjusted Term SOFR Affected Alternative Currency Loans and Term SOFRXXXXX, XXXXX and EURIBOR, as applicable, and the related defined terms shall be deemed to include Adjusted Term SOFR Loans Sterling, Japanese Yen and Term SOFREuros and XXXXX, TIBOR and EURIBOR, as applicable. [[6072300]] Exhibit A FORM OF BORROWING REQUEST EXHIBIT A A-1 [[6072852]] [FORM OF] BORROWING REQUEST ​ ​ Date: ___________, _____1 To: Bank of America, N.A., as Administrative Agent for the Lenders party to the Credit Agreement referred to below Bank of America, N.A. Building B 0000 Xxxxxxxxx Xxxxx Mail Code: TX2-981-02-29 Plano, TX 75024 Attention: Xxxxxx Xxxx Email: Xxxxxx.Xxxx@xxxx.xxx Telephone: (000) 000-0000 [●] [●], 20[●]1 Ladies and Gentlemen: Reference is hereby made to that certain Amended and Restated Credit Agreement dated as of August 15, 2017 (as amended by the First Amendment thereto, dated as of January 14, 2018, by the Second Amendment thereto, dated as of April 3, 2018, by the Third Amendment theretoAgreement, dated as of June 1728, 2021, 2018 (as amended by that certain Amendment No. 1 to Amended and by the LIBOR Transition Amendment theretoRestated Credit Agreement, dated as of June 26August 4, 2023 (the “LIBOR Transition Amendment”)2020, and as further amended, restated, amended and restatedextended, supplemented or otherwise modified in writing from time to time, the “Credit Agreement;” the terms defined therein being used herein as therein defined), by and among Certara IntermediateAvnet, Inc. (formerly EQT Avatar Intermediate, Inc.), a Delaware New York corporation, Certara Holdings, Inc. (formerly EQT Avatar Holdings, Inc.), a Delaware corporation, and each of (i) Certara Holdco, Inc., a Delaware corporation and the direct wholly-owned subsidiary of the Buyer after giving effect Designated Borrowers from time to the Acquisition (as defined therein) (the “Parent Borrower”), and (ii) Certara USA, Inc., a Delaware corporation and the indirect wholly-owned subsidiary of the Buyer after giving effect to the Acquisition (the “Co-Borrower” and, together with the Parent Borrower, each a “Borrower” and collectively the “Borrowers”)time party thereto, the Lenders from time to time party thereto, and Bank of America, N.A., in its capacities as administrative agent and collateral agent for the Lenders (the “Administrative Agent”), L/C Issuer and Bank of AmericaSwingline Lender. ​ The undersigned hereby requests (select one)2: ​ Indicate:Effective Date Indicate:Committed Borrowing,Conversion or Continuation Indicate:Borrower Name Indicate:Requested Amount Indicate:Currency Indicate:Affected Alternative Currency Daily Rate Loan or Affected Alternative Currency Term Rate Loan For Affected Alternative Currency Term Rate Loans Indicate:​Interest Period (e.g., N.A. and Jefferies Finance LLC as Issuing Banks. Terms defined 1, 3 or 6 month interest period) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Committed Borrowing, if any, requested herein complies with the requirements set forth in the Credit Agreement or the LIBOR Transition Amendment, as the context may require, are used herein with the same meanings unless otherwise defined herein. The Borrowers identified in item A below hereby give you notice pursuant to Section 2.03 of the Credit Agreement that they request the Borrowings under the Credit Agreement to be made on [●] [●], 20[●], and in that connection set forth below the terms on which the Borrowings are requested to be made: 1 The Administrative Agent must be notified in writing or by telephone (with such telephonic notification to be promptly confirmed in writing), which must be received by the Administrative Agent (by hand delivery, fax or other electronic transmission (including “.pdf” or “.tif”)) not later than (i) 11:00 a.m. two Business Days prior to the requested day of any Borrowing and (ii) 12:00 p.m. on the requested date of any Borrowing of ABR Loans (or, in each case, such later time as is acceptable to the Administrative Agent); provided, however, that if the applicable Borrower wishes to request Term SOFR Loans having an Interest Period of other than one, three or six months in duration as provided in the definition of “Interest Period,” (A) the applicable notice from the Parent Borrower must be received by the Administrative Agent not later than 11:00 a.m. four Business Days prior to the requested date of the relevant Borrowing (or such later time as is acceptable to the Administrative Agent), whereupon the Administrative Agent shall give prompt notice to the appropriate Lenders of such request and determine whether the requested Interest Period is available to them and (B) not later than 11:00 a.m. three Business Days before the requested date of the relevant Borrowing, the Administrative Agent shall notify the Parent Borrower whether or not the requested Interest Period is available to the appropriate LendersAgreement.

Appears in 1 contract

Samples: Credit Agreement (Avnet Inc)

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