Common use of Swing Loan Requests Clause in Contracts

Swing Loan Requests. Except as otherwise provided herein, the Borrower may from time to time prior to the Revolving Maturity Date request the Swingline Lender to make Swing Loans by delivery to the Swingline Lender not later than 2:00 p.m. on the proposed Borrowing Date of a duly completed request therefor substantially in the form of Exhibit 2.5.2 hereto or a request by telephone immediately confirmed in writing in such form and delivered by facsimile or email (in “pdf,” “tif” or similar format) (each, a “Swing Loan Request”); it being understood that the Swingline Lender may rely on the authority of any individual making such a telephonic request without the necessity of receipt of such written confirmation. Each Swing Loan Request shall be irrevocable and shall specify the proposed Borrowing Date and the principal amount of such Swing Loan, which shall be in integral multiples of $50,000 and shall be not less than $100,000. In addition, each Swing Loan Request shall include a certification by the Borrower that, after giving effect to the borrowing contemplated by such Swing Loan Request, the aggregate amount of Indebtedness (and, notwithstanding the definition of “Indebtedness,” all letters of credit (including Letters of Credit) being deemed to have an outstanding principal amount of Indebtedness equal to the maximum potential liability of the Borrower and its Restricted Subsidiaries thereunder) under this Agreement shall not exceed the Applicable Other Indebtedness Cap; provided that (x) at any Administrative Agent’s request, the Borrower shall provide such Administrative Agent calculations and supporting information reasonably satisfactory to such Administrative Agent showing compliance with the Applicable Other Indebtedness Cap and (y) notwithstanding the foregoing clause (x), no Administrative Agent shall have any obligation to request such calculation or information or to determine compliance with the Applicable Other Indebtedness Cap, and shall be fully entitled to assume (without any further investigation) that each borrowing of Loans complies with the Applicable Other Indebtedness Cap if the Borrower makes a Swing Loan Request for such borrowing.

Swing Loan Requests. Except as otherwise provided herein, the The Borrower may from time to time prior to the Revolving Maturity Expiration Date request the Swingline Lender PNC to make Swing Loans by delivery to the Swingline Lender PNC not later than 2:00 p.m. 12:00 noon on the proposed Borrowing Date of a duly completed request therefor substantially in the form of Exhibit 2.5.2 2.4.2 hereto or a request by telephone immediately confirmed in writing in such form and delivered by letter, facsimile or email (in “pdf,” “tif” or similar format) telex (each, a “Swing Loan Request”); , it being understood that the Swingline Lender Administrative Agent may rely on the authority of any individual making such a telephonic request without the necessity of receipt of such written confirmation. Each Swing Loan Request shall be irrevocable and shall specify the proposed Borrowing Date and the principal amount of such Swing Loan, which shall be in integral multiples of $50,000 100,000 and shall be not less than $100,000. In additionaddition to making Swing Loans pursuant to the provisions specified herein, each without the requirement for a specific request from the Borrower, PNC may make Swing Loans to the Borrower in accordance with the provisions of any agreements between the Borrower and PNC relating to the Borrower’s deposit, sweep and other accounts at PNC and related arrangements and agreements regarding the management and investment of the Borrower’s cash assets that are satisfactory to the Administrative Agent and PNC (individually and collectively, the “Cash Management Agreement”) to the extent of the daily aggregate net negative balance in the Borrower’s accounts which are subject to the provisions of the Cash Management Agreement. Swing Loans made in accordance with the provisions of the Cash Management Agreement shall (i) be subject to the limitations as to aggregate amount of Swing Loans set forth herein, (ii) not be subject to the limitations as to individual amount set forth herein, (iii) be payable by the Borrower, both as to principal and interest, at the times set forth in the Cash Management Agreement (but in no event later than the Expiration Date), (iv) not be made at any time after the Required Lenders shall have notified PNC (with a copy to the Administrative Agent) in writing that, as a result of one or more events or circumstances described in such notice, one or more of the conditions precedent set forth in Section 6.2(i) or (ii) would not be satisfied if such Swing Loan Request were then made (unless PNC shall include a certification be satisfied in its sole discretion that the events and circumstances described in such notice shall have been cured or otherwise shall have ceased to exist), and (v) if not repaid by the Borrower thatin accordance with the provisions of the Cash Management Agreement, after giving effect shall be subject to each Lender’s obligations hereunder with respect to Swing Loans, including without limitation under Section 2.5.5. If the Cash Management Agreement is in effect, Swing Loans shall only be made pursuant to the borrowing contemplated by such Swing Loan Request, the aggregate amount of Indebtedness (and, notwithstanding the definition of “Indebtedness,” all letters of credit (including Letters of Credit) being deemed to have an outstanding principal amount of Indebtedness equal to the maximum potential liability of the Borrower and its Restricted Subsidiaries thereunder) under this Agreement shall not exceed the Applicable Other Indebtedness Cap; provided that (x) at any Administrative Agent’s request, the Borrower shall provide such Administrative Agent calculations and supporting information reasonably satisfactory to such Administrative Agent showing compliance with the Applicable Other Indebtedness Cap and (y) notwithstanding the foregoing clause (x), no Administrative Agent shall have any obligation to request such calculation or information or to determine compliance with the Applicable Other Indebtedness Cap, and shall be fully entitled to assume (without any further investigation) that each borrowing of Loans complies with the Applicable Other Indebtedness Cap if the Borrower makes a Swing Loan Request for such borrowingCash Management Agreement.

Swing Loan Requests. Except as otherwise provided herein, the Borrower may from time to time prior to the Series A Revolving Maturity Date request the Swingline Lender to make Swing Loans by delivery to the Swingline Lender not later than 2:00 p.m. on the proposed Borrowing Date of a duly completed request therefor substantially in the form of Exhibit 2.5.2 hereto or a request by telephone immediately confirmed in writing in such form and delivered by facsimile or email (in “pdf,” “tif” or similar format) (each, a “Swing Loan Request”); it being understood that the Swingline Lender may rely on the authority of any individual making such a telephonic request without the necessity of receipt of such written confirmation. Each Swing Loan Request shall be irrevocable and shall specify the proposed Borrowing Date and the principal amount of such Swing Loan, which shall be in integral multiples of $50,000 and shall be not less than $100,000. In addition, each Swing Loan Request shall include a certification by the Borrower that, after giving effect to the borrowing contemplated by such Swing Loan Request, the aggregate amount of Indebtedness (and, notwithstanding the definition of “Indebtedness,” all letters of credit (including Letters of Credit) being deemed to have an outstanding principal amount of Indebtedness equal to the maximum potential liability of the Borrower and its Restricted Subsidiaries thereunder) under this Agreement shall not exceed the Applicable Other Indebtedness Cap; provided that (x) at any Administrative Agent’s request, the Borrower shall provide such Administrative Agent calculations and supporting information reasonably satisfactory to such Administrative Agent showing compliance with the Applicable Other Indebtedness Cap and (y) notwithstanding the foregoing clause (x), no Administrative Agent shall have any obligation to request such calculation or information or to determine compliance with the Applicable Other Indebtedness Cap, and shall be fully entitled to assume (without any further investigation) that each borrowing of Loans complies with the Applicable Other Indebtedness Cap if the Borrower makes a Swing Loan Request for such borrowing.

Swing Loan Requests. Except as otherwise provided herein, the Borrower may from time to time prior to the Series A Revolving Maturity Date request the Swingline Lender to make Swing Loans by delivery to the Swingline Lender not later than 2:00 p.m. on the proposed Borrowing Date of a duly completed request therefor substantially in the form of Exhibit 2.5.2 hereto or a request by telephone immediately confirmed in writing in such form and delivered by facsimile or email (in “pdf,” “tif” or similar format) (each, a “Swing Loan Request”); it being understood that the Swingline Lender may rely on the authority of any individual making such a telephonic request without the necessity of receipt of such written confirmation. Each Swing Loan Request shall be irrevocable and shall specify the proposed Borrowing Date and the principal amount of such Swing Loan, which shall be in integral multiples of $50,000 and shall be not less than $100,000. In addition, each Swing Loan Request shall include a certification by the Borrower that, after giving effect to the borrowing contemplated by such Swing Loan Request, the aggregate amount of Indebtedness (and, notwithstanding the definition of “Indebtedness,” all letters of credit (including Letters of Credit) being deemed to have an outstanding principal amount of Indebtedness equal to the maximum potential liability of the Borrower and its Restricted Subsidiaries thereunder) under this Agreement shall not exceed the Applicable Other Indebtedness Cap; provided that (x) at any anythe Administrative Agent’s request, the Borrower shall provide such suchthe Administrative Agent calculations and supporting information reasonably satisfactory to such suchthe Administrative Agent showing compliance with the Applicable Other Indebtedness Cap and (y) notwithstanding the foregoing clause (x), no nothe Administrative Agent shall not have any obligation to request such calculation or information or to determine compliance with the Applicable Other Indebtedness Cap, and shall be fully entitled to assume (without any further investigation) that each borrowing of Loans complies with the Applicable Other Indebtedness Cap if the Borrower makes a Swing Loan Request for such borrowing.