Swingline Loan. If the Agent shall elect, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 4.
Appears in 2 contracts
Samples: Loan and Security Agreement (Trade Desk, Inc.), Loan and Security Agreement (Trade Desk, Inc.)
Swingline Loan. If the Agent shall elect, in its discretion, to have the terms of this Section 2.03(h2.3(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii2.3(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h2.3(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the lesser of (x) the Borrowing Base and (y) the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Twelve Million Five Hundred Thousand Dollars ($20,000,00012,500,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 44.2. The Swingline Loans made by the Swingline Lender may, at the request of such Lender, be evidenced by a single promissory note payable to the order of such Lender, in the form of Exhibit A-2 (as amended, restated, supplemented or otherwise modified from time to time, a “Swingline Note”), as executed by the Borrowers and delivered to the Swingline Lender, in a stated amount equal to the maximum amount of the Swingline Loans specified in this subsection.
Appears in 2 contracts
Samples: Loan and Security Agreement (Trade Desk, Inc.), Loan and Security Agreement (Trade Desk, Inc.)
Swingline Loan. If the Borrower fails to make such payment when due, the Administrative Agent shall electnotify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Revolving Lender’s Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Borrower, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (same manner as described provided in Section 2.03(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest 2.06 with respect to Loans made by such LoanLender (and Section 2.06 shall apply, mutatis mutandis, to the payment obligations of the Revolving Lenders pursuant to this paragraph), and the Administrative Agent shall promptly remit to the applicable Issuing Bank the amounts so received by it from the Revolving Lenders. The Promptly following receipt by the Administrative Agent of any payment from the Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the applicable Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse such Issuing Bank, then to such Revolving Lenders and such Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse any Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or Swingline Lender Loans as contemplated above) shall not make any Swingline constitute a Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at not relieve the rate in effect from time Borrower of its obligation to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in reimburse such rate that is applicable under Section 4LC Disbursement.
Appears in 2 contracts
Samples: Credit Agreement (TA Holdings 1, Inc.), Credit Agreement (TA Holdings 1, Inc.)
Swingline Loan. If (a) The Administrative Agent, the Agent shall electSwingline Lender and the Revolving Lenders agree that in order to facilitate the administration of this Agreement and the other Loan Documents, in its discretionpromptly after the Borrower Representative requests a ABR Borrowing, the Swingline Lender may elect to have the terms of this Section 2.03(h2.05(a) apply to a requested such Borrowing Request by advancing, on behalf of the Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall make a Loan Lenders and in the amount of such requested requested, same day funds to the Borrower on the applicable Borrowing date to the Funding Account (any each such Loan made solely by the Swingline Lender under pursuant to this Section 2.03(h2.05(a) being is referred to in this Agreement as an a “Swingline Loan”) available ), with settlement among them as to the Borrowers Swingline Loans to take place on a periodic basis as set forth in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing DateSection 2.05(c). Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to other ABR Loans funded by the other Revolving Credit Loans Lenders, except that all payments thereon shall be payable to the Swingline Lender solely for its own account account.
(b) Upon the making of a Swingline Loan (whether before or after the occurrence of a Default and for the account regardless of the holder of any participation interest whether a Settlement has been requested with respect to such Swingline Loan), each Revolving Lender shall be deemed, without further action by any party hereto, to have unconditionally and irrevocably purchased from the Swingline Lender, without recourse or warranty, an undivided interest and participation in such Swingline Loan in proportion to its Applicable Percentage of the Revolving Commitment. The Swingline Lender shall not make may, at any time, require the Revolving Lenders to fund their participations. From and after the date, if any, on which any Revolving Lender is required to fund its participation in any Swingline Loan if purchased hereunder, the Administrative Agent shall promptly distribute to such Lender, such Lender’s Applicable Percentage of all payments of principal and interest and all proceeds of Collateral received by the Administrative Agent in respect of such Swingline Loan.
(ic) The Administrative Agent, on behalf of the Swingline Lender, shall request settlement (a “Settlement”) with the Revolving Lenders on at least a weekly basis or on any date that the Administrative Agent elects, by notifying the Revolving Lenders of such requested Borrowing would cause Settlement by facsimile, telephone, or e-mail no later than 12:00 noon Chicago time on the aggregate outstanding date of such requested Settlement (the “Settlement Date”). Each Revolving Lender (other than the Swingline Lender, in the case of the Swingline Loans) shall transfer the amount of such Revolving Credit LoansLender’s Applicable Percentage of the outstanding principal amount of the applicable Loan with respect to which Settlement is requested to the Administrative Agent, to such account of the Administrative Agent as the Administrative Agent may designate, not later than 2:00 p.m., Chicago time, on such Settlement Date. Settlements may occur during the existence of a Default and whether or not the applicable conditions precedent set forth in Section 4.02 have then been satisfied. Such amounts transferred to the Administrative Agent shall be applied against the amounts of the Swingline Lender’s Swingline Loans and undrawn amount and, together with Swingline Lender’s Applicable Percentage of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the CollateralLoan, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable of such Revolving Lenders, respectively. If any such amount is not transferred to the Administrative Agent by any Revolving Credit Loans comprised of Base Rate AdvancesLender on such Settlement Date, including any increase the Swingline Lender shall be entitled to recover from such Lender on demand such amount, together with interest thereon, as specified in such rate that is applicable under Section 42.07.
Appears in 2 contracts
Samples: Credit Agreement (Escalade Inc), Credit Agreement (Escalade Inc)
Swingline Loan. If Notwithstanding the Agent shall electforegoing, each Borrower agrees to repay the entire outstanding principal amount of, and all accrued but unpaid interest on, the Swingline Loans on the Swingline Maturity Date (or such earlier date as the Swingline Lender that made such Swingline Loan and the Borrower Representative may agree in its discretion, to have writing). In lieu of demanding repayment of any outstanding Swingline Loan from the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii))Borrowers, the Swingline Lender that made such Swingline Loan may, on behalf of the Borrowers (which hereby irrevocably direct each applicable Swingline Lender to act on their behalf), request a borrowing of Revolving Loans that are Base Rate Loans from the Revolving Lenders in an amount equal to the principal balance of such Swingline Loan. The amount limitations contained in the second sentence of Section 2.1.(a) shall not apply to any borrowing of such Revolving Loans made pursuant to this subsection. Such Swingline Lender shall give notice to the Administrative Agent of any such borrowing of Revolving Loans not later than 12:00 noon Eastern time at least one Business Day prior to the proposed date of such borrowing. Promptly after receipt of such notice of borrowing of Revolving Loans from a Swingline Lender under the immediately preceding sentence, the Administrative Agent shall notify each Revolving Lender of the proposed borrowing. Not later than 12:00 noon Eastern time on the proposed date of such borrowing, each Revolving Lender will make available to the Administrative Agent at the Principal Office for the account of the applicable Swingline Lender, in immediately available funds, the proceeds of the Revolving Loan to be made by such Lender. The Administrative Agent shall pay the proceeds of such Revolving Loans to the applicable Swingline Lender, which shall apply such proceeds to repay such Swingline Loan. If the Revolving Lenders are prohibited from making Revolving Loans required to be made under this subsection for any reason whatsoever, including without limitation, the occurrence of any of the Defaults or Events of Default described in Sections 10.1.(e) or (f), each Revolving Lender shall purchase from the applicable Swingline Lender, without recourse or warranty, an undivided interest and participation to the extent of such Lender’s Revolving Commitment Percentage of such Swingline Loan, by directly purchasing a participation in such Swingline Loan in such amount and paying the proceeds thereof to the Administrative Agent for the account of the applicable Swingline Lender in Dollars and in immediately available funds. A Revolving Lender’s obligation to purchase such a participation in a Swingline Loan shall be absolute and unconditional and shall not be affected by any circumstance whatsoever, including without limitation, (i) any claim of setoff, counterclaim, recoupment, defense or other right which such Lender or any other Person may have or claim against the Administrative Agent, any Swingline Lender or any other Person whatsoever, (ii) the occurrence or continuation of a Default or Event of Default (including without limitation, any of the Defaults or Events of Default described in Sections 10.1. (e) or (f)), or the termination of any Revolving Lender’s Revolving Commitment, (iii) the existence (or alleged existence) of an event or condition which has had or could have a Material Adverse Effect, (iv) any breach of any Loan Document by the Administrative Agent, any Lender or any Borrower or any other Loan Party, or (v) any other circumstance, happening or event whatsoever, whether or not similar to any of the foregoing. If such amount is not in fact made available to the applicable Swingline Lender by any Revolving Lender, such Swingline Lender shall be entitled to recover such amount on demand from such Lender, together with accrued interest thereon for each day from the date of demand thereof, at the Federal Funds Rate. If such Lender does not pay such amount forthwith upon the applicable Swingline Lender’s demand therefor, and until such time as such Lender makes the required payment, such Swingline Lender shall be deemed to continue to have outstanding Swingline Loans in the amount of such requested Borrowing unpaid participation obligation for all purposes of the Loan Documents (other than those provisions requiring the other Lenders to purchase a participation therein). Further, such Lender shall be deemed to have assigned any such Loan and all payments made solely by of principal and interest on its Revolving Loans, and any other amounts due it hereunder, to the applicable Swingline Lender under to fund Swingline Loans in the amount of the participation in Swingline Loans that such Lender failed to purchase pursuant to this Section 2.03(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring until such amount to the Operating Account by 4:00 p.m. has been purchased (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account as a result of the holder of any participation interest with respect to such Loanassignment or otherwise). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 4.
Appears in 1 contract
Samples: Credit Agreement (Sl Green Operating Partnership, L.P.)
Swingline Loan. If (i) The Agent may convert any request by the Agent Borrower Representative for a Loan advance into a request for an advance under the Swingline Loan (and any remaining portion of such requested advance shall electcontinue to constitute an advance requested under the Revolving Loan). The Swingline Loan shall be a Base Rate Loan and shall not exceed in the aggregate at any time outstanding the Maximum Swingline Loan Amount. In the event that on any Business Day, the Swingline Lender desires that all or any portion of the Swingline Loan should be reduced in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described whole or in Section 2.03(f)(ii))part, the Swingline Lender shall promptly notify the Agent to that effect and indicate the portion of the Swingline Loan to be reduced. The Agent agrees to promptly transmit to the Lenders the information contained in each notice received by the Agent from the Swingline Lender and shall concurrently notify the Lenders of each Lender's Pro Rata Share of the obligation to make a Revolving Loan advance to repay the Swingline Loan (or portion thereof).
(ii) Each of the Lenders hereby unconditionally and irrevocably agrees to fund to the Agent for the benefit of the Swingline Lender, in lawful money of the United States and in same day funds, not later than 1:00 p.m. Chicago time on the Business Day immediately following the Business Day of such Lender's receipt of such notice (which shall be provided not less frequently than weekly, or in the case of any Swingline Loan in excess of $1.5 million, daily) from the Agent ( PROVIDED that if any Lender shall receive such notice at or prior to 11:00 a.m. Chicago time on a Business Day, such funding shall be made by such Lender on such Business Day), such Lender's Pro Rata Share of a Revolving Loan advance (which Revolving Loan advance shall be a Base Rate Loan and shall be deemed to be requested by the Borrower Representative) in the principal amount of such requested Borrowing (any such portion of the Swingline Loan made solely by which is required to be paid to the Swingline Lender under this Section 2.03(hSUBSECTION 2.1(d) being referred to as an “Swingline Loan”(regardless of whether the conditions precedent thereto set forth in SECTION 4 are then satisfied and whether or not the Borrower has provided a Borrowing Notice under SUBSECTION 2.1(b) available to and whether or not any Default or Event of Default exists or all or any of the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be Loans have been accelerated, but subject to all the terms and conditions applicable hereunder to the other provisions of this SUBSECTION 2.1(d)). The proceeds of any such Revolving Credit Loans except that all payments thereon Loan advance shall be payable immediately paid over to the Agent for the benefit of the Swingline Lender for application to the Swingline Lender solely for its own account Loan.
(iii) In the event that an Event of Default shall occur and for the account of the holder of any participation interest with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if either (i) such Event of Default is of the requested Borrowing would cause type described in clauses (f), (g), (h) or (i) of the aggregate outstanding amount definition of Revolving Credit Loans, Swingline Loans and undrawn amount the term "Event of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date Default" in SUBSECTION 1.1 or (ii) no further Revolving Loan advances are being made under this Agreement, then so long as any such Event of Default is continuing, each of the requested Borrowing would cause Lenders (other than the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans Lender) shall be repayable deemed to have irrevocably, unconditionally and immediately purchased from the Swingline Lender such Lender's Pro Rata Share of the Swingline Loan outstanding as of the date of the occurrence of such Event of Default. Each Lender shall effect such purchase by making available an amount equal to its participation on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate date of such purchase in effect from time to time applicable Dollars in immediately available funds to the Revolving Credit Loans comprised Agent for the benefit of Base Rate Advances, including any increase the Swingline Lender as specified in such rate that is applicable under Section 4SUBSECTION 2.
Appears in 1 contract
Swingline Loan. If Agent may convert any request by Borrowing Agent on behalf of US Borrower for a US Revolving Advance that is requested to be made as a Base Rate Loan into a request for an advance under the Agent Swingline Loan. The Swingline Loan shall electbe a Base Rate Loan and shall not exceed in the aggregate at any time outstanding the Maximum Swingline Loan Amount. In the event that on any Business Day Swingline Lender desires that all or any portion of the Swingline Loan should be reduced in whole or in part, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall promptly notify Agent to that effect and indicate the portion of the Swingline Loan to be reduced. Agent agrees to transmit to Lenders the information contained in each notice received by Agent from Swingline Lender and shall concurrently notify Lenders of each Lender’s Pro Rata Share of the obligation to make a US Revolving Advance to repay the Swingline Loan (or portion thereof). All Swingline Loans shall be made in Dollars. Each of the Lenders hereby unconditionally and irrevocably, severally and not jointly, agrees to fund to Agent for the benefit of Swingline Lender, in lawful money of the United States and in same day funds, not later than 11:00 a.m. (New York City time) on the Business Day immediately following the Business Day of such Lender’s receipt of such notice from Agent (provided that if any Lender shall receive such notice at or prior to 1:00 p.m. (New York City time) on a Business Day, such funding shall be made by such Lender on such Business Day), such Lender’s Pro Rata Share of a US Revolving Advance (which US Revolving Advance shall be a Base Rate Loan and shall be deemed to be requested by Borrowing Agent on behalf of US Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to Swingline Lender under this subsection 2.1(C) (regardless of whether the conditions precedent thereto set forth in Section 3 are then satisfied and whether or not US Borrower has provided a notice of borrowing under subsection 2.1(D)(4) and whether or not any Default or Event of Default exists or all or any of the Loans have been accelerated, but subject to the other provisions of this subsection 2.1(C)). The proceeds of any such US Revolving Advance shall be immediately paid over to Agent for the benefit of Swingline Lender for application to the Swingline Loan. In the event that an Event of Default shall occur and either (1) such Event of Default is of the type described in subsection 8.1 (G) or (H) hereof or (2) no further US Revolving Advances are being made under this Agreement, so long as any such Event of Default is continuing, then, each of the Lenders (other than Swingline Lender) shall be deemed to have irrevocably, unconditionally and immediately purchased a participation in the Swingline Loan from Swingline Lender in an amount equal to such Lender’s Pro Rata Share of the US Revolving Loan Commitment multiplied by the total amount of the Swingline Loan outstanding. Each Lender shall effect such purchase by making available the amount of such requested Borrowing (any such Loan made solely by Lender’s participation in the Swingline Loan in Dollars in immediately available funds to Agent’s Account for the benefit of Swingline Lender. In the event any Lender under this Section 2.03(h) being referred fails to as an “make available to Swingline Lender when due the amount of such Lender’s participation in the Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The , Swingline Lender shall not make be entitled to recover such amount on demand from such Lender together with interest at the Federal Funds Effective Rate. Each such purchase by a Lender shall be made without recourse to Swingline Lender, without representation or warranty of any kind, and shall be effected and evidenced pursuant to documents reasonably acceptable to Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000)Lender. The Swingline Loans obligations of the Lenders under this subsection 2.1 (C) shall be repayable on demandabsolute, irrevocable and unconditional, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder made under all circumstances and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advancesnot be affected, including reduced or impaired for any increase in such rate that is applicable under Section 4reason whatsoever.
Appears in 1 contract
Swingline Loan. (i) On the terms and subject to the conditions set forth in Section 4.02, the Swingline Lender agrees to make advances to Borrower from time to time, on any Business Day from and including the Closing Date until the Maturity Date (each such advance, a “Swingline Loan”) requested by Borrower hereunder; provided that the Outstanding Amount of Swingline Loans shall at no time exceed the Swingline Loan Limit. If at any time the Agent Outstanding Amount of Swingline Loans exceeds the Swingline Loan Limit, then, on the next succeeding Business Day, the Borrower shall electrepay Swingline Loans in an aggregate amount equal to such excess. Each Swingline Loan shall be a Base Rate Loan, and shall be advanced by the Swingline Lender in the same manner as Revolving Credit Loans are advanced hereunder, in its discretionaccordance with the provisions of Section 2.01(b); provided that the Borrower may deliver the Committed Loan Notice with respect to any Swingline Loan to the Administrative Agent and the Swingline Lender not later than 11:00 a.m. (New York City time) on the requested borrowing date (which shall be a Business Day). The Swingline Lender shall give the Administrative Agent prompt notice of each Swingline Loan advanced by the Swingline Lender. In the event that on any Business Day the Swingline Lender desires that all or any portion of the outstanding Swingline Loans should be reduced, in whole or in part, the Swingline Lender shall notify the Administrative Agent to have that effect and indicate the terms portion of the Swingline Loan to be so reduced. The Administrative Agent agrees to transmit to the Revolving Credit Lenders the information contained in each notice received by the Administrative Agent from the Swingline Lender regarding the reduction of outstanding Swingline Loans and shall concurrently notify such Lenders of the amount of each such Lender’s Revolving Credit Loan necessary to repay outstanding Swingline Loans (or the applicable portion thereof).
(ii) Each of the Revolving Credit Lenders hereby unconditionally and irrevocably agrees to fund to the Administrative Agent’s Account, for the benefit of the Swingline Lender, not later than noon (New York City time) on the second Business Day immediately following the Business Day of such Lender’s receipt of such notice from the Administrative Agent, such Lender’s Applicable Revolving Credit Percentage of a Revolving Credit Loan (which Revolving Credit Loan shall be a Base Rate Loan and shall be deemed to be requested by Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to the Swingline Lender under this Section 2.01(c) (regardless of whether the conditions precedent thereto set forth in Section 4.02 are then satisfied, including without limitation, the existence of any Default or Event of Default either before or after giving effect to the making of such Swingline Loan, but subject to the other provisions of this Section 2.03(h2.01(c) apply to a requested Borrowing (other than any Default or Event of Default of which the Swingline Lender has actual knowledge which has not been waived under Section 10.01)). The proceeds of any such Revolving Credit Loans shall be immediately paid over to the Administrative Agent for the benefit of the Swingline Lender for application against then outstanding Swingline Loans. For purposes of this clause (as described in Section 2.03(f)(ii)ii), the Swingline Lender shall make a be conclusively entitled to assume that, at the time of the advance of any Swingline Loan, each Revolving Credit Lender will fund its pro rata share of the Revolving Credit Loans provided for in this clause (ii).
(iii) In the event that, at any time any Swingline Loans are outstanding, an Event of Default has occurred and is continuing, then, each of the Revolving Credit Lenders shall be deemed to have irrevocably and immediately purchased and received from Swingline Lender, without recourse or warranty, an undivided interest and participation in the Swingline Loan in an amount equal to such Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of the Swingline Loans. Any purchase obligation arising pursuant to the immediately preceding sentence shall be absolute and unconditional and shall not be affected by any circumstances whatsoever. In the event that on any Business Day the Swingline Lender desires to effect settlement of any such purchase, Swingline Lender shall promptly notify Administrative Agent to that effect and indicate the payment amounts required by each Lender to effect such settlement. The Administrative Agent agrees to transmit to the Revolving Credit Lenders the information contained in each notice received by the Administrative Agent from the Swingline Lender and shall concurrently notify such Lenders of each such Lender’s Applicable Revolving Credit Percentage of the required payment settlement amount. Each such Lender shall effect such settlement upon receipt of any such notice by transferring to the Administrative Agent’s Account not later than noon (New York City time) on the Business Day immediately following the Business Day of receipt of such notice (provided that, if any such Lender shall receive such notice at or prior to 10:00 a.m. (New York City time) on a Business Day, such funding shall be made by such Lender on such Business Day), an amount equal to such Lender’s Applicable Revolving Credit Percentage in the Swingline Loan.
(iv) In the event any Revolving Credit Lender fails to make available to Swingline Lender when due the amount of such requested Borrowing (any such Loan made solely by Lender’s Applicable Revolving Credit Percentage in the Swingline Loans, Swingline Lender shall be entitled to recover such amount on demand from such Lender together with interest at the Federal Funds Rate, for the first three (3) days following the due date, and thereafter at the Base Rate plus the Applicable Rate in respect of Base Rate Loans. Any Lender’s failure to make any payment requested under this Section 2.03(h2.01(c) being referred shall not relieve any other Lender of its obligations hereunder, but no Lender shall be responsible for the failure of any other Lender to as an “Swingline Loan”) make available to Swingline Lender such other Lender’s required payment hereunder. The obligations of the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York timeLenders under this Section 2.01(c) on the requested Borrowing Date. Each Swingline Loan shall be subject deemed to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the binding upon Administrative Agent, Swingline Lender solely for its own account (and for Lenders notwithstanding the account of the holder occurrence of any participation interest with respect Default or Event of Default, or any insolvency or bankruptcy proceeding pertaining to such Loan). The Swingline Lender shall not make any Swingline Borrower or any other Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 4Party.
Appears in 1 contract
Samples: Senior Secured Credit Agreement (Monitronics International Inc)
Swingline Loan. (i) On the terms and subject to the conditions set forth in Section 4.02, the Swingline Lender agrees to make advances to Borrower from time to time, on any Business Day from and including the Closing Date until the Maturity Date (each such advance, a “Swingline Loan”) requested by Borrower hereunder; provided that the Outstanding Amount of Swingline Loans shall at no time exceed the Swingline Loan Limit. If at any time the Agent Outstanding Amount of Swingline Loans exceeds the Swingline Loan Limit, then, on the next succeeding Business Day, the Borrower shall electrepay Swingline Loans in an aggregate amount equal to such excess. Each Swingline Loan shall be a Base Rate Loan, and shall be advanced by the Swingline Lender in the same manner as Revolving Credit Loans are advanced hereunder, in its discretionaccordance with the provisions of Section 2.01(b); provided that the Borrower may deliver the Committed Loan Notice with respect to any Swingline Loan to the Administrative Agent and the Swingline Lender not later than 11:00 a.m. (New York City time) on the requested borrowing date (which shall be a Business Day). The Swingline Lender shall give the Administrative Agent prompt notice of each Swingline Loan advanced by the Swingline Lender. In the event that on any Business Day the Swingline Lender desires that all or any portion of the outstanding Swingline Loans should be reduced, in whole or in part, the Swingline Lender shall notify the Administrative Agent to have that effect and indicate the terms portion of the Swingline Loan to be so reduced. The Administrative Agent agrees to transmit to the Revolving Credit Lenders the information contained in each notice received by the Administrative Agent from the Swingline Lender regarding the reduction of outstanding Swingline Loans and shall concurrently notify such Lenders of the amount of each such Lender’s Revolving Credit Loan necessary to repay outstanding Swingline Loans (or the applicable portion thereof).
(ii) Each of the Revolving Credit Lenders hereby unconditionally and irrevocably agrees to fund to the Administrative Agent’s Account, for the benefit of the Swingline Lender, not later than noon (New York City time) on the Business Day immediately following the Business Day of such Lender’s receipt of such notice from the Administrative Agent (provided that if any Revolving Credit Lender shall receive such notice at or prior to 10:00 a.m. (New York City time) on a Business Day, such funding shall be made by such Lender on such Business Day), such Lender’s Applicable Revolving Credit Percentage of a Revolving Credit Loan (which Revolving Credit Loan shall be a Base Rate Loan and shall be deemed to be requested by Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to the Swingline Lender under this Section 2.01(c) (regardless of whether the conditions precedent thereto set forth in Section 4.02 are then satisfied, including without limitation, the existence of any Default or Event of Default either before or after giving effect to the making of such Swingline Loan, but subject to the other provisions of this Section 2.03(h2.01(c) apply to a requested Borrowing (other than any Default or Event of Default of which the Swingline Lender has actual knowledge which has not been waived by the Revolving Credit Lenders under Section 10.01)). The proceeds of any such Revolving Credit Loans shall be immediately paid over to the Administrative Agent for the benefit of the Swingline Lender for application against then outstanding Swingline Loans. For purposes of this clause (as described in Section 2.03(f)(ii)ii), the Swingline Lender shall make a be conclusively entitled to assume that, at the time of the advance of any Swingline Loan, each Revolving Credit Lender will fund its pro rata share of the Revolving Credit Loans provided for in this clause (ii).
(iii) In the event that, at any time any Swingline Loans are outstanding, an Event of Default has occurred and is continuing, then, each of the Revolving Credit Lenders shall be deemed to have irrevocably and immediately purchased and received from Swingline Lender, without recourse or warranty, an undivided interest and participation in the Swingline Loan in an amount equal to such Lender’s Applicable Revolving Credit Percentage of the Outstanding Amount of the Swingline Loans. Any purchase obligation arising pursuant to the immediately preceding sentence shall be absolute and unconditional and shall not be affected by any circumstances whatsoever. In the event that on any Business Day the Swingline Lender desires to effect settlement of any such purchase, Swingline Lender shall promptly notify Administrative Agent to that effect and indicate the payment amounts required by each Lender to effect such settlement. The Administrative Agent agrees to transmit to the Revolving Credit Lenders the information contained in each notice received by the Administrative Agent from the Swingline Lender and shall concurrently notify such Lenders of each such Lender’s Applicable Revolving Credit Percentage of the required payment settlement amount. Each such Lender shall effect such settlement upon receipt of any such notice by transferring to the Administrative Agent’s Account not later than noon (New York City time) on the Business Day immediately following the Business Day of receipt of such notice (provided that, if any such Lender shall receive such notice at or prior to 10:00 a.m. (New York City time) on a Business Day, such funding shall be made by such Lender on such Business Day), an amount equal to such Lender’s Applicable Revolving Credit Percentage in the Swingline Loan.
(iv) In the event any Revolving Credit Lender fails to make available to Swingline Lender when due the amount of such requested Borrowing (any such Loan made solely by Lender’s Applicable Revolving Credit Percentage in the Swingline Loans, Swingline Lender shall be entitled to recover such amount on demand from such Lender together with interest at the Federal Funds Rate, for the first three (3) days following the due date, and thereafter at the Base Rate plus the Applicable Rate in respect of Base Rate Loans. Any Lender’s failure to make any payment requested under this Section 2.03(h2.01(c) being referred shall not relieve any other Lender of its obligations hereunder, but no Lender shall be responsible for the failure of any other Lender to as an “Swingline Loan”) make available to Swingline Lender such other Lender’s required payment hereunder. The obligations of the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York timeLenders under this Section 2.01(c) on the requested Borrowing Date. Each Swingline Loan shall be subject deemed to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the binding upon Administrative Agent, Swingline Lender solely for its own account (and for Lenders notwithstanding the account of the holder occurrence of any participation interest with respect Default or Event of Default, or any insolvency or bankruptcy proceeding pertaining to such Loan). The Swingline Lender shall not make any Swingline Borrower or any other Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 4Party.
Appears in 1 contract
Samples: Secured Superpriority Debtor in Possession Credit Agreement (Monitronics International Inc)
Swingline Loan. If Agent may convert any request by Borrower -------------- for a Revolving Advance into a request for an advance under the Agent Swingline Loan in an amount not to exceed $10,000,000. The Swingline Loan shall electbe a Base Rate Loan and shall not exceed in the aggregate at any time outstanding the Maximum Swingline Loan Amount. In the event that on any Business Day Swingline Lender desires that all or any portion of the Swingline Loan should be reduced in whole or in part, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall promptly notify Agent to that effect and indicate the portion of the Swingline Loan to be reduced. Agent agrees to transmit to Lenders the information contained in each notice received by Agent from Swingline Lender and shall concurrently notify Lenders of each Lender's Pro Rata Share of the obligation to make a Revolving Advance to repay the Swingline Loan (or portion thereof). Each of the Lenders hereby unconditionally and irrevocably agrees to fund to Agent for the benefit of Swingline Lender, in lawful money of the United States and in same day funds, not later than 1:00 p.m. Chicago time on the Business Day immediately following the Business Day of such Lender's receipt of such notice from Agent (provided that if any Lender shall receive such notice at or prior to 11:00 a.m. Chicago time on a Business Day, such funding shall be made by such Lender on such Business Day), such Lender's Pro Rata Share of a Revolving Advance (which Revolving Advance shall be a Base Rate Loan and shall be deemed to be requested by Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to Swingline Lender under this subsection 2.1 (E) (regardless of whether the conditions precedent thereto ------------------ set forth in Section 3 and the Conditions Rider are then satisfied and whether --------- or not Borrower has provided a notice of borrowing under subsection 2.1(F) and ----------------- whether or not any Default or Event of Default exists or all or any of the Loans have been accelerated, but subject to the other provisions of this subsection ---------- 2.1(E)). The proceeds of any such Revolving Advance shall be immediately paid ------ over to Agent for the benefit of Swingline Lender for application to the Swingline Loan. In the event that an Event of Default shall occur and either (i) such Event of Default is of the type described in subsection 8.1 (G) or (H) ------------------------- hereof or (ii) no further Revolving Advances are being made under this Agreement, so long as any such Event of Default is continuing, then, each of the Lenders (other than Swingline Lender) shall be deemed to have irrevocably, unconditionally and immediately purchased a participation in the Swingline Loan from Swingline Lender in an amount equal to such Lender's Pro Rata Share of the Revolving Loan Commitment multiplied by the total amount of the Swingline Loan outstanding. Each Lender shall effect such purchase by making available the amount of such requested Borrowing (any such Loan made solely by Lender's participation in the Swingline Loan in U.S. Dollars in immediately available funds to Agent's Account for the benefit of Swingline Lender. In the event any Lender under this Section 2.03(h) being referred fails to as an “make available to Swingline Lender when due the amount of such Lender's participation in the Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The , Swingline Lender shall not make be entitled to recover such amount on demand from such Lender together with interest at the Federal Funds Effective Rate. Each such purchase by a Lender shall be made without recourse to Swingline Lender, without representation or warranty of any kind, and shall be effected and evidenced pursuant to documents reasonably acceptable to Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000)Lender. The Swingline Loans obligations of the Lenders under this subsection 2.1 (E) shall be repayable on demandabsolute, ------------------ irrevocable and unconditional, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder made under all circumstances and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advancesnot be affected, including reduced or impaired for any increase in such rate that is applicable under Section 4reason whatsoever.
Appears in 1 contract
Swingline Loan. If the Borrower fails to make such payment when due, the Administrative Agent shall electnotify each Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender's Applicable Percentage thereof. Promptly following receipt of such notice, each Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Borrower, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (same manner as described provided in Section 2.03(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest 2.07 with respect to Loans made by such LoanLender (and Section 2.07 shall apply, mutatis mutandis, to the payment obligations of the Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Lenders. The Promptly following receipt by the Administrative Agent of any payment from the Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by a Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Lender Loan as contemplated above) shall not make any Swingline constitute a Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at not relieve the rate in effect from time Borrower of its obligation to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in reimburse such rate that is applicable under Section 4LC Disbursement.
Appears in 1 contract
Swingline Loan. If Agent may convert any request by Borrower for a Revolving Advance into a request for an advance under the Agent Swingline Loan in an amount not to exceed $10,000,000. The Swingline Loan shall electbe a Base Rate Loan and shall not exceed in the aggregate at any time outstanding the Maximum Swingline Loan Amount. In the event that on any Business Day Swingline Lender desires that all or any portion of the Swingline Loan should be reduced in whole or in part, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall promptly notify Agent to that effect and indicate the portion of the Swingline Loan to be reduced. Agent agrees to transmit to Lenders the information contained in each notice received by Agent from Swingline Lender and shall concurrently notify Lenders of each Lender's Pro Rata Share of the obligation to make a Revolving Advance to repay the Swingline Loan (or portion thereof). Each of the Lenders hereby unconditionally and irrevocably agrees to fund to Agent for the benefit of Swingline Lender, in lawful money of the United States and in same day funds, not later than 1:00 p.m. Chicago time on the Business Day immediately following the Business Day of such Lender's receipt of such notice from Agent (provided that if any Lender shall receive such notice at or prior to 11:00 a.m. Chicago time on a Business Day, such funding shall be made by such Lender on such Business Day), such Lender's Pro Rata Share of a Revolving Advance (which Revolving Advance shall be a Base Rate Loan and shall be deemed to be requested by Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to Swingline Lender under this subsection 2.1 (E) (regardless of whether the conditions precedent thereto set forth in Section 3 and the Conditions Rider are then satisfied and whether or not Borrower has provided a notice of borrowing under subsection 2.1(F) and whether or not any Default or Event of Default exists or all or any of the Loans have been accelerated, but subject to the other provisions of this subsection 2.1(E)). The proceeds of any such Revolving Advance shall be immediately paid over to Agent for the benefit of Swingline Lender for application to the Swingline Loan. In the event that an Event of Default shall occur and either (i) such Event of Default is of the type described in subsection 8.1 (G) or (H) hereof or (ii) no further Revolving Advances are being made under this Agreement, so long as any such Event of Default is continuing, then, each of the Lenders (other than Swingline Lender) shall be deemed to have irrevocably, unconditionally and immediately purchased a participation in the Swingline Loan from Swingline Lender in an amount equal to such Lender's Pro Rata Share of the Revolving Loan Commitment multiplied by the total amount of the Swingline Loan outstanding. Each Lender shall effect such purchase by making available the amount of such requested Borrowing (any such Loan made solely by Lender's participation in the Swingline Loan in U.S. Dollars in immediately available funds to Agent's Account for the benefit of Swingline Lender. In the event any Lender under this Section 2.03(h) being referred fails to as an “make available to Swingline Lender when due the amount of such Lender's participation in the Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The , Swingline Lender shall not make be entitled to recover such amount on demand from such Lender together with interest at the Federal Funds Effective Rate. Each such purchase by a Lender shall be made without recourse to Swingline Lender, without representation or warranty of any kind, and shall be effected and evidenced pursuant to documents reasonably acceptable to Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000)Lender. The Swingline Loans obligations of the Lenders under this subsection 2.1 (E) shall be repayable on demandabsolute, irrevocable and unconditional, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder made under all circumstances and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advancesnot be affected, including reduced or impaired for any increase in such rate that is applicable under Section 4reason whatsoever.
Appears in 1 contract
Swingline Loan. If the (i) Agent shall elect, in its discretion, to have the terms of this Section 2.03(h2.3(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii2.3(f)(ii)), and (ii) the Swingline Lender, in its sole discretion, agrees to make a Swingline Loan, the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h2.3(h) being referred to as an “"Swingline Loan”") available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that prior to settlement all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the lesser of (x) the Borrowing Base and (y) the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars $35,000,000 ($20,000,000the "Swingline Sublimit"). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans made in Dollars and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 4.
Appears in 1 contract
Samples: Credit Agreement (Team Inc)
Swingline Loan. If Agent may convert any request by U.S. -------------- Borrower for a Revolving Advance into a request for an Advance under the Agent Swingline Loan. The Swingline Loan shall electbe a Base Rate Loan and shall not exceed in the aggregate at any time outstanding the Maximum Swingline Loan Amount. In the event that on any Business Day, Swingline Lender desires that all or any portion of the Swingline Loan should be reduced in its discretionwhole or in part, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall promptly notify Agent to that effect and indicate the portion of the Swingline Loan to be reduced. Swingline Lender hereby agrees that it shall notify Agent to reduce the Swingline Loan to $1,000,000 or less at least once every month. Agent agrees to promptly transmit to Lenders the information contained in each notice received by Agent from Swingline Lender and shall concurrently notify Lenders of each Lender's Pro Rata Share of the obligation to make a Revolving Advance to repay the Swingline Loan (or portion thereof). Each of the Lenders hereby unconditionally and irrevocably agrees to fund to Agent for the benefit of Swingline Lender, in lawful money of the United States and in same day funds, not later than 1:00 p.m. Chicago time on the Business Day immediately following the Business Day of such Lender's receipt of such notice from Agent (provided that if any Lender shall receive such notice at or prior to -------- 11:00 a.m. Chicago time on a Business Day, such funding shall be made by such Lender on such Business Day), such Lender's Pro Rata Share of a Revolving Advance (which Revolving Advance shall be a Base Rate Loan and shall be deemed to be requested by U.S. Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to Swingline Lender under this subsection 2.1(D) ----------------- (regardless of whether the conditions precedent thereto set forth in Section 3 --------- and the Conditions Rider are then satisfied and whether or not U.S. Borrower ---------------- has provided a Notice of U.S. Borrowing under subsection 2.1(E)(2) and whether ---------- --------- or not any Default or Event of Default exists or all or any of the Loans have been accelerated, but subject to the other provisions of this subsection 2.1(D). ----------------- The proceeds of any such Revolving Advance shall be immediately paid over to Agent for the benefit of Swingline Lender for application to the Swingline Loan. In the event that an Event of Default shall occur and either (i) such Event of Default is of the type described in subsection 8.1(F) or (G) hereof or (ii) no ----------------- --- further Revolving Advances are being made under this Agreement, then so long as any such Event of Default is continuing, each of the Lenders (other than Swingline Lender) shall be deemed to have irrevocably, unconditionally and immediately purchased from Swingline Lender such Lender's Pro Rata Share of the Swingline Loan outstanding as of the date of the occurrence of such Event of Default. Each Lender shall effect such purchase by making available an amount equal to its participation on the date of such purchase in Dollars in immediately available funds to Agent's Account for the benefit of Swingline Lender. In the event any Lender fails to make available to Swingline Lender when due the amount of such requested Borrowing (any such Loan made solely by Lender's participation in the Swingline Lender under this Section 2.03(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The , Swingline Lender shall not make be entitled to recover such amount on demand from such Lender together with interest at the Federal Funds Effective Rate. Each such purchase by a Lender shall be made without recourse to Swingline Lender, without representation or warranty of any kind, and shall be effected and evidenced pursuant to documents reasonably acceptable to Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000)Lender. The Swingline Loans obligations of Lenders under this subsection 2.1(D) shall be repayable on demandabsolute, ----------------- irrevocable and unconditional, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder made under all circumstances and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advancesnot be affected, including reduced or impaired for any increase in such rate that is applicable under Section 4reason whatsoever.
Appears in 1 contract
Samples: Loan and Security Agreement (Hawker Pacific Aerospace)
Swingline Loan. If the Agent shall elect, in its discretion, to have the terms of this Section 2.03(h2.3(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii2.3(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h2.3(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 44.2. The Swingline Loans made by the Swingline Lender may, at the request of such Lender, be evidenced by a single promissory note payable to the order of such Lender, in the form of Exhibit A-2 (as amended, restated, supplemented or otherwise modified from time to time, a “Swingline Note”), as executed by the Borrowers and delivered to the Swingline Lender, in a stated amount equal to the maximum amount of the Swingline Loans specified in this subsection.
Appears in 1 contract
Swingline Loan. If the Agent shall elect, in its discretion, to have the terms of this Section 2.03(h2.3(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii2.3(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h2.3(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the lesser of (x) the Borrowing Base and (y) the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 44.2. The Swingline Loans made by the Swingline Lender may, at the request of such Lender, be evidenced by a single promissory note payable to the order of such Lender, in the form of Exhibit A-2 (as amended, restated, supplemented or otherwise modified from time to time, a “Swingline Note”), as executed by the Borrowers and delivered to the Swingline Lender, in a stated amount equal to the maximum amount of the Swingline Loans specified in this subsection.
Appears in 1 contract
Swingline Loan. If Agent may convert any request by Borrower for a Revolving Advance into a request for an Advance under the Agent Swingline Loan. The Swingline Loan shall electbe a Base Rate Loan and shall not exceed in the aggregate at any time outstanding the Maximum Swingline Loan Amount. In the event that on any Business Day Swingline Lender desires that all or any portion of the Swingline Loan should be reduced in whole or in part, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall promptly notify Agent to that effect and indicate the portion of the Swingline Loan to be reduced. Swingline Lender hereby agrees that it shall notify Agent to reduce the Swingline Loan to $0 at least once every rolling, consecutive twenty one (21) day period. Agent agrees to promptly transmit to Lenders the information contained in each notice received by Agent from Swingline Lender and shall concurrently notify Lenders of each Lender's Pro Rata Share of the obligation to make a Revolving Advance to repay the Swingline Loan (or portion thereof). Each of the Lenders hereby unconditionally and irrevocably agrees to fund to Agent for the benefit of Swingline Lender, in lawful money of the United States and in same day funds, not later than 1:00 p.m. Central time on the Business Day immediately following the Business Day of such Lender's receipt of such notice from Agent (provided that if any Lender shall receive such notice at or prior to 11:00 a.m. Central time on a Business Day, such funding shall be made by such Lender on such Business Day), such Lender's Pro Rata Share of a Revolving Advance (which Revolving Advance shall be a Base Rate Loan and shall be deemed to be requested by Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to Swingline Lender under this subsection 2.1(D) (regardless of whether the conditions precedent thereto set forth in Section 3 and the Conditions Rider are then satisfied and whether or not Borrower has provided a notice of borrowing under subsection 2.1(E) and whether or not any Default or Event of Default exists or all or any of the Loans have been accelerated, but subject to the other provisions of this subsection 2.1(D). The proceeds of any such Revolving Advance shall be immediately paid over to Agent for the benefit of Swingline Lender for application applied by Agent to the Swingline Loan. In the event that an Event of Default shall occur and either (i) such Event of Default is of the type described in subsection 8.1(G) or (H) hereof or (ii) no further Revolving Advances are being made under this Agreement, so long as any such Event of Default is continuing, then, each of the Lenders (other than Swingline Lender) shall be deemed to have irrevocably, unconditionally and immediately purchased from Swingline Lender such Lender's pro rata share of the Swingline Loan outstanding as of the date of the occurrence of such Event of Default. Each Lender shall effect such purchase by making available an amount equal to its participation on the due date of such purchase in U.S. Dollars in immediately available funds to Agent's Accounts for the benefit of Swingline Lender. In the event any Lender fails to make available to Swingline Lender when due the amount of such requested Borrowing (any such Loan made solely by Lender's participation in the Swingline Lender under this Section 2.03(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The , Swingline Lender shall not make be entitled to recover such amount on demand from such Lender together with interest at the Federal Funds Effective Rate. Each such purchase by a Lender shall be made without recourse to Swingline Lender, without representation or warranty of any kind, and shall be effected and evidenced pursuant to documents reasonably acceptable to Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000)Lender. The Swingline Loans obligations of the Lenders under this subsection 2.1(D) shall be repayable on demandabsolute, irrevocable and unconditional, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder made under all circumstances and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advancesnot be affected, including reduced or impaired for any increase in such rate that is applicable under Section 4reason whatsoever.
Appears in 1 contract
Swingline Loan. If the Agent shall elect, in its discretion, to have the terms of this Section 2.03(h2.3(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii2.3(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h2.3(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that prior to settlement all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the lesser of (x) the Borrowing Base and (y) the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ten percent ($20,000,000)10%) of the Commitments. The Swingline Lender may reduce the Swingline Sublimit in its sole discretion upon notice of such reduction to Borrower Agent and Agent. The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 4.
Appears in 1 contract
Samples: Credit Agreement (Stitch Fix, Inc.)
Swingline Loan. If (a) The Administrative Agent, the Agent shall electSwingline Lender and the Revolving Lenders agree that in order to facilitate the administration of this Agreement and the other Loan Documents, in its discretionpromptly after the Borrower requests a ABR Borrowing, the Swingline Lender may elect to have the terms of this Section 2.03(h2.05(a) apply to a requested such Borrowing Request by advancing, on behalf of the Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall make a Loan Lenders and in the amount of such requested requested, same day funds to the Borrower on the applicable Borrowing date to the Funding Account (any each such Loan made solely by the Swingline Lender under pursuant to this Section 2.03(h2.05(a) being is referred to in this Agreement as an a “Swingline Loan”) available ), with settlement among them as to the Borrowers Swingline Loans to take place on a periodic basis as set forth in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing DateSection 2.05(c). Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to other ABR Loans funded by the other Revolving Credit Loans Lenders, except that all payments thereon shall be payable to the Swingline Lender solely for its own account account.
(b) Upon the making of a Swingline Loan (whether before or after the occurrence of a Default and for the account regardless of the holder of any participation interest whether a Settlement has been requested with respect to such Swingline Loan), each Revolving Lender shall be deemed, without further action by any party hereto, to have unconditionally and irrevocably purchased from the Swingline Lender, without recourse or warranty, an undivided interest and participation in such Swingline Loan in proportion to its Applicable Percentage of the Revolving Commitment. The Swingline Lender shall not make may, at any time, require the Revolving Lenders to fund their participations. From and after the date, if any, on which any Revolving Lender is required to fund its participation in any Swingline Loan if purchased hereunder, the Administrative Agent shall promptly distribute to such Lender, such Lender’s Applicable Percentage of all payments of principal and interest and all proceeds of Collateral received by the Administrative Agent in respect of such Loan.
(ic) The Administrative Agent, on behalf of the Swingline Lender, shall request settlement (a “Settlement”) with the Revolving Lenders on at least a weekly basis or on any date that the Administrative Agent elects, by notifying the Revolving Lenders of such requested Borrowing would cause Settlement by facsimile, telephone, or e-mail no later than 12:00 noon Chicago time on the aggregate outstanding date of such requested Settlement (the “Settlement Date”). Each Revolving Lender (other than the Swingline Lender, in the case of the Swingline Loans) shall transfer the amount of such Revolving Credit LoansLender’s Applicable Percentage of the outstanding principal amount of the applicable Loan with respect to which Settlement is requested to the Administrative Agent, to such account of the Administrative Agent as the Administrative Agent may designate, not later than 2:00 p.m., Chicago time, on such Settlement Date. Settlements may occur during the existence of a Default and whether or not the applicable conditions precedent set forth in Section 4.02 have then been satisfied. Such amounts transferred to the Administrative Agent shall be applied against the amounts of the Swingline Lender’s Swingline Loans and undrawn amount and, together with Swingline Lender’s Applicable Percentage of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the CollateralLoan, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time to time applicable of such Revolving Lenders, respectively. If any such amount is not transferred to the Administrative Agent by any Revolving Credit Loans comprised of Base Rate AdvancesLender on such Settlement Date, including any increase the Swingline Lender shall be entitled to recover from such Lender on demand such amount, together with interest thereon, as specified in such rate that is applicable under Section 42.07.
Appears in 1 contract
Samples: Credit Agreement (Escalade Inc)
Swingline Loan. If the Borrower fails to make such payment when due, the -Administrative Agent shall electnotify each Revolving Lender of the applicable LC Disbursement, the payment then due from the Borrower in respect thereof and such Lender's Applicable Percentage thereof. Promptly following receipt of such notice, each Revolving Lender shall pay to the Administrative Agent its Applicable Percentage of the payment then due from the Borrower, in its discretion, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (same manner as described provided in Section 2.03(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h) being referred to as an “Swingline Loan”) available to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and for the account of the holder of any participation interest 2.06 with respect to Loans made by such LoanLender (and Section 2.06 shall apply, MUTATIS MUTANDIS, to the payment obligations of the Revolving Lenders), and the Administrative Agent shall promptly pay to the Issuing Bank the amounts so received by it from the Revolving Lenders. The Promptly following receipt by the Administrative Agent of any payment from the Borrower pursuant to this paragraph, the Administrative Agent shall distribute such payment to the Issuing Bank or, to the extent that Revolving Lenders have made payments pursuant to this paragraph to reimburse the Issuing Bank, then to such Lenders and the Issuing Bank as their interests may appear. Any payment made by a Revolving Lender pursuant to this paragraph to reimburse the Issuing Bank for any LC Disbursement (other than the funding of ABR Revolving Loans or a Swingline Lender Loan as contemplated above) shall not make any Swingline constitute a Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at not relieve the rate in effect from time Borrower of its obligation to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in reimburse such rate that is applicable under Section 4LC Disbursement.
Appears in 1 contract
Samples: Credit Agreement (Endo Pharmaceuticals Holdings Inc)
Swingline Loan. If In furtherance of the Agent shall electforegoing, in its discretioneach Lender hereby absolutely and unconditionally agrees, upon receipt of notice as provided above, to have the terms of this Section 2.03(h) apply to a requested Borrowing of Revolving Credit Loans (as described in Section 2.03(f)(ii)), the Swingline Lender shall make a Loan in the amount of such requested Borrowing (any such Loan made solely by the Swingline Lender under this Section 2.03(h) being referred to as an “Swingline Loan”) available pay to the Borrowers in same day funds by wire transferring such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline Lender solely for its own account (and Administrative Agent, for the account of the holder Swingline Lender, such Lender's Pro Rata Percentage of each Swingline Loan that is not repaid on the last day of the Interest Period with respect thereto in the relevant currency. Each Lender acknowledges and agrees that its obligation to acquire participations in Swingline Loans pursuant to this paragraph is absolute and unconditional and shall not be affected by any circumstance whatsoever, including the occurrence and continuance of a Default or an Event of Default, and that each such payment shall be made without any offset, abatement, withholding or reduction whatsoever. Each Lender shall comply with its obligation under this paragraph by wire transfer of immediately available funds, in the same manner as provided in Section 2.2(c) with respect to Loans made by such Lender (and Section 2.2(c) shall apply, mutatis mutandis, to the payment obligations of the Lenders) and the Administrative Agent shall promptly pay to the Swingline Lender the amounts so received by it from the Lenders. The Administrative Agent shall notify the Company of any participation interest with respect to such Loan). The Swingline Lender shall not make in any Swingline Loan if acquired pursuant to this paragraph and thereafter payments in respect of such Swingline Loan shall be made to the Administrative Agent and not to the Swingline Lender. Any amounts received by the Swingline Lender from the Company (ior other party on behalf of the Company) in respect of a Swingline Loan after receipt by the requested Borrowing would cause Swingline Lender of the aggregate outstanding amount proceeds of Revolving Credit Loansa sale of participations therein shall be promptly remitted to the Administrative Agent; any such amounts received by the Administrative Agent shall be promptly remitted by the Administrative Agent to the Lenders that shall have made their payments pursuant to this paragraph and to the Swingline Lender, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000)as their interests may appear. The purchase of participations in a Swingline Loans Loan pursuant to this paragraph shall be repayable on demand, shall be secured by not relieve the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at Company (or other party liable for obligations of the rate Company) of any default in effect from time to time applicable to the Revolving Credit Loans comprised of Base Rate Advances, including any increase in such rate that is applicable under Section 4payment thereof.
Appears in 1 contract
Swingline Loan. If Agent may convert any request by Borrower for a Base Rate Revolving Advance into a request for an advance under the Swingline Loan. The Swingline Loan will be a Base Rate Loan and will not exceed in the aggregate at any time outstanding the Maximum Swingline Loan Amount. In the event that on any Business Day Swingline Lender desires that all or any portion of the Swingline Loan should be reduced in whole or in part, Swingline Lender will promptly notify Agent shall electto that effect and indicate the portion of the Swingline Loan to be reduced; provided that Swingline Lender will deliver such notice no less than one time per week. Agent agrees to transmit to Lenders the information contained in each notice received by Agent from Swingline Lender and will concurrently notify Lenders of each Lender’s Pro Rata Share of the obligat ion to make a Revolving Advance to repay the Swingline Loan (or portion thereof). Each of the Lenders hereby unconditionally and irrevocably agrees to fund to Agent for the benefit of Swingline Lender, in its discretionlawful money of the United States and in same day funds, not later than 1:00 p.m. New York time on the Business Day immediately following the Business Day of such Lender’s receipt of such notice from Agent (provided that if any Lender will receive such notice at or prior to 11:00 a.m. New York time on a Business Day, such funding will be made by such Lender on such Business Day), such Lender’s Pro Rata Share of a Revolving Advance (which Revolving Advance will be a Base Rate Loan and will be deemed to be requested by Borrower) in the principal amount of such portion of the Swingline Loan which is required to be paid to Swingline Lender under this subsection 2.1(B) (regardless of whether the conditions precedent thereto set forth in Section 3 are then satisfied and whether or not any Default or Event of Default exists or all or any of the Loans have been accelerated, but subject to the other provisions of this subsection 2.1(B)). The proceeds of any such Revolving Advance will be immediately paid over to Agent for the benefit of Swingline Lender for application to the Swingline Loan. Notwithstanding anything to the contrary in this Agreement, if any Lender provides written notice to Swingline Lender of a Default or Event of Default together with a written directive that further Swingline Loans should not be made (a “Swingline Suspension Notice”), Swingline Lender will not make further Swingline Loans to Borrower until such Default or Event of Default is cured or waived in accordance with the terms hereof; provided that (i) the obligations of the Lenders under this Agreement in respect of Swingline Loans will continue in effect as to Swingline Loans made prior to Swingline Lender’s receipt of a Swingline Suspension Notice; and (ii) after a Swingline Suspension Notice is received by Swingline Lender, the Lenders may continue to make Revolving Loans, subject to Section 8.2 and the other provisions of this Agreement governing Revolving Loans. In the event that an Event of Default occurs and either (1) such Event of Default is of the type described in subsection 8.1 (G) or (H) hereof or (2) no further Revolving Advances are being made under this Agreement, so long as any such Event of Default is continuing, then, each of the Lenders (other than Swingline Lender) will be deemed to have the terms of this Section 2.03(h) apply to irrevocably, unconditionally and immediately purchased a requested Borrowing of Revolving Credit Loans (as described participation in Section 2.03(f)(ii)), the Swingline Loan from Swingline Lender shall make a in an amount equal to such Lender’s Pro Rata Share of the Commitment multiplied by the total amount of the Swingline Loan in outstanding. Each Lender will effect such purchase by making available the amount of such requested Borrowing (any such Loan made solely by Lender’s participation in the Swingline Loan in U.S. Dollars in immediately available funds to Agent’s Account for the benefit of Swingline Lender. In the event any Lender under this Section 2.03(h) being referred fails to as an “make available to Swingline Lender when due the amount of such Lender’s participation in the Swingline Loan”) available , Swingline Lender will be entitled to the Borrowers in same day funds by wire transferring recover such amount to the Operating Account by 4:00 p.m. (New York time) on the requested Borrowing Date. Each Swingline Loan shall be subject to all the terms and conditions applicable hereunder to the other Revolving Credit Loans except that all payments thereon shall be payable to the Swingline demand from such Lender solely for its own account (and for the account of the holder of any participation interest together with respect to such Loan). The Swingline Lender shall not make any Swingline Loan if (i) the requested Borrowing would cause the aggregate outstanding amount of Revolving Credit Loans, Swingline Loans and undrawn amount of unexpired Letters of Credit to exceed the Aggregate Revolving Credit Commitment on such Borrowing Date or (ii) the requested Borrowing would cause the aggregate outstanding amount of Swingline Loans to exceed Twenty Million Dollars ($20,000,000). The Swingline Loans shall be repayable on demand, shall be secured by the Collateral, shall constitute Revolving Credit Loans and Obligations hereunder and shall bear interest at the rate in effect from time Federal Funds Effective Rate. Each such purchase by a Lender will be made without recourse to time applicable Swingline Lender, without representation or warranty of any kind, and will be effected and evidenced pursuant to documents reasonably acceptable to Swingline Lender. The obligations of the Revolving Credit Loans comprised of Base Rate AdvancesLenders under this subsection 2.1(B) will be absolute, including irrevocable and unconditional, will be made under all circumstances and will not be affected, reduced or impaired for any increase in such rate that is applicable under Section 4reason whatsoever.
Appears in 1 contract
