Syndicate Loans. Subject to Section 3.1. and the other terms and conditions hereof, and in reliance upon the representations and warranties of the Borrower set forth herein, during the period from the Effective Date to but excluding the Termination Date, each Lender severally and not jointly agrees to make Syndicate Loans to the Borrower in an aggregate principal amount at any one time outstanding up to, but not exceeding, the Revolving Commitment times such Lender's Credit Percentage. Subject to the terms and conditions of this Agreement, during the period from the Effective Date to the Termination Date, the Borrower may borrow, repay and reborrow Loans hereunder.
Syndicate Loans. The aggregate principal amount of any Syndicate Loan shall be not less than $5,000,000 ($1,000,000 in the case of Base Rate Loans) or, if greater, an integral multiple of $1,000,000.
Syndicate Loans. Whenever the Company desires to borrow Syndicate Loans hereunder prior to the Termination Date, it shall give the Agent at the Notice Office written notice or telephonic notice (confirmed promptly in writing) by no later than 11:00 a.m.(Eastern time) on the Business Day of Borrowing (provided, however, with respect to Eurodollar Loans such notice shall be given no later than 11:00 a.m.(Eastern time) on the third Business Day next preceding the date of Borrowing). Each such notice (a "Notice of Syndicate Borrowing") shall specify: (i) the aggregate principal amount the Company desires to borrow hereunder (which amount shall not exceed the Unutilized Commitment of the Banks as a group), (ii) the date of borrowing (which shall be a Business Day), (iii) whether the Syndicate Loans are to be maintained as Base Rate Loans or Eurodollar Loans, (iv) the Interest Period to be applied thereto, and (v) the Competitive Bid Rate Loans then outstanding, identified by Bank and stating the maturity date of each such Competitive Bid Rate Loan. The Agent shall promptly give each Bank telephonic notice (confirmed promptly in writing) of the proposed borrowing.
Syndicate Loans. (i) The Company agrees to pay interest in respect of the unpaid principal amount of each Base Rate Loan on and from the date the proceeds thereof are made available to the Company until maturity (whether by acceleration or otherwise) at a rate per annum which shall equal the Base Rate in effect from time to time (calculated on the basis of a year of 365 or 366 days, as the case may be, and the actual days elapsed).
(ii) The Company agrees to pay interest in respect of the unpaid principal amount of each Eurodollar Loan on and from the date the proceeds thereof are made available to the Company until maturity (whether by acceleration or otherwise) at a rate per annum which shall equal the relevant Eurodollar Rate (calculated on the basis of a year of 360 days and actual days elapsed).
(iii) Interest shall accrue from and including the date of any Borrowing of a Syndicate Loan to but excluding the date of any repayment thereof and shall be payable (x) in respect of each Base Rate Loan, quarterly in arrears on the last day of each March, June, September and December of each year, commencing the last day of December, 1996, and at maturity (whether by acceleration or otherwise), and (y) in respect of each Eurodollar Loan, on the last day of each Interest Period applicable to such Loan, and in the case of an Interest Period in excess of three months (in the case of Eurodollar Loans) on each three month anniversary of the initial date of such Interest Period and on the date of any prepayment (on the amount prepaid), and at maturity (whether by acceleration or otherwise), and (z) in the case of all Loans, after maturity, on demand.
(iv) The Agent, upon determining the Eurodollar Rate for any Interest Period shall promptly notify the Company and the other Banks thereof by telephone (confirmed promptly in writing).
Syndicate Loans. At the time it gives any Notice of Syndicate Borrowing, the Company shall have the right to elect, by giving the Agent written notice or telephonic notice (confirmed promptly in writing) of the interest period (each, together with any interest period applicable to Competitive Bid Rate Loans determined in accordance with section 1.8(b), an "Interest Period") applicable to such Loans, which Interest Period shall (x) in the case of Eurodollar Loans be either a one-, two-, three-, six-, nine- or twelve-month period (regarding the nine- and twelve-month options, only to the extent available by each Bank) and (y) in the case of Base Rate Loans be a period ending on a date not later than the Termination Date. The Agent shall promptly give similar notice to each Bank with respect to any Syndicate Loan. The determination of Interest Periods shall be subject to the following provisions:
(i) the Interest Period for any Loan shall commence on the date of such Loan;
(ii) if any Interest Period would otherwise expire on a day which is not a Business Day, such Interest Period shall expire on the next succeeding Business Day; provided, however, that if any Interest Period in respect of a Eurodollar Loan would otherwise expire on a day which is not a Business Day but is a day of the month after which no further Business Day occurs in such month, such Interest Period shall expire on the next preceding Business Day;
(iii) no Interest Period in respect of the Loans shall extend beyond the Termination Date; and
(iv) if any Interest Period relating to a borrowing of Eurodollar Loans begins on a day for which there is no numerically corresponding day in the calendar month at the end of such Interest Period, such Interest Period shall end on the last Business Day of such calendar month.
Syndicate Loans. All payments in respect of Syndicate Loans shall be made to the Agent at the Notice Office for the pro rata benefit (on the basis of the category of obligation then being paid, i.e., principal, interest or fees) of all Banks which participated in such respective Syndicate Loans, not later than 1:00 p.m. (Eastern time) on the date when due and shall be made in freely transferable U.S. dollars and in immediately available funds. Unless the Agent shall have been notified by the Company prior to the date on which any payment to be made by the Company hereunder is due that the Company does not intend to remit such payment, the Agent may, at its discretion, assume that the Company has remitted such payment when so due and the Agent may, at its discretion and in reliance upon such assumption, make available to each Bank with respect to a Syndicate Loan on such payment date an amount equal to such Bank's share of such assumed payment. If the Company has not in fact remitted such payment to the Agent, each such Bank shall forthwith on demand repay to the Agent the amount of such assumed payment made available to such Bank together with interest thereon in respect of each day from and including the date such amount was made available by the Agent to such Bank to the date such amount is repaid to the Agent at the Federal Funds Rate in effect from time to time.
