Syndicated Loans. (a) Each Tranche A-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to either Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche A-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-($) Commitment of such Tranche A-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-($) Commitments; provided that (i) no more than 10 separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods). (b) Each Tranche A-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to either Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not Credit Agreement ---------------- including the Tranche A-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-(MC) Commitment of such Tranche A-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-(MC) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-(MC) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche A-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche A-($) Lenders equals the aggregate amount of all Tranche A-($) Commitments and (iv) no Tranche A-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan. (c) Each Tranche B-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche B-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-($) Commitment of such Tranche B-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-($) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche B-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods). (d) Each Tranche B-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche B-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-(MC) Commitment of such Tranche B-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-(MC) Commitments; provided that (i) no more -------- than eight separate Interest Periods in respect of Eurocurrency Loans that are Tranche B-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-(MC) at the same time (for which purpose (x) Interest Periods described in different Credit Agreement ---------------- -27- lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche B-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche B-($) Lenders equals the aggregate amount of all Tranche B- ($) Commitments and (iv) no Tranche B-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan. (e) No Syndicated Loan shall be made under any Tranche if, after giving effect to such Loan, the aggregate principal amount of all such Syndicated Loans, together with the aggregate amount of Money Market Loans made under such Tranche, would exceed the aggregate amount of Commitments then in effect under such Tranche. (f) For purposes of determining whether the amount of any borrowing of Loans under any Tranche, together with all other Loans then outstanding under such Tranche, would exceed the aggregate amount of Commitments under such Tranche (including, without limitation, for the purposes of Sections 2.01(a), 2.01(b), 2.01(c), 2.01(d), 2.01(e) and 2.03(a) hereof), the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of such borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of determining the unused portion of the Commitments under any Tranche under Section 2.04(b) hereof, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of determination of the unused portion of the Commitments under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of calculating the amount of any utilization fee payable under any Tranche under Section 2.05(b) hereof, the amount of any Loan outstanding on any date that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of the most recent borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan.
Appears in 1 contract
Syndicated Loans. (a) Each Tranche A-($From and after the Closing Date to (but not including) Lender severally agreesthe Termination Date, on the terms and subject to the conditions of set forth in this Agreement, each Lender severally agrees to make loans lend to either Applicable Borrower in Dollars during the period from Borrowers, jointly and including severally, and the date hereof to but not including the Tranche A-($) Commitment Termination Date in Borrowers may borrow, repay and reborrow, an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-($difference between (i) such Lender's Commitment of such Tranche A-($) Lender as in effect from time to time. Subject to , less the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the then outstanding principal amount of the Tranche A-($) Commitments; provided that (i) no more than 10 separate -------- Interest Periods in respect of Eurocurrency such Lender's Syndicated Loans that are Tranche A-($) Loans may be outstanding at any one time and (ii) the sum of such Lender's share of the then outstanding (x) Letter of Credit Borrowings and (y) Reimbursement Obligations; provided, however, that no more -------- ------- than 20 seven (7) different Interest Periods for both Syndicated Loans and Money Market Competitive Bid Loans combined may be outstanding under Tranche A-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) coterminous). All Syndicated Loans denominated in different Currencies made by the Lenders to the Borrowers under this Agreement with respect to the Revolving Facility shall be deemed evidenced by a promissory note for each Lender each dated the Closing Date payable to have different Interest Periods).
(b) Each Tranche A-(MC) Lender severally agreesthe order of each Lender, on duly executed by the terms Borrowers, and conditions of this Agreement, to make loans to either Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not Credit Agreement ---------------- including the Tranche A-(MC) Commitment Termination Date in an aggregate maximum principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-(MC) Commitment of such Tranche A-(MC) Lender $25,000,000, all as provided in effect from time to timeSection 2.7 hereof. Subject to the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-(MC) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both The Syndicated Loans and Money Market Loans may be outstanding under Tranche A-(MC) at the same time (for which purpose (x) Interest Periods described shall bear interest as provided in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche A-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate Article 3 below. The unpaid principal amount of all Loans outstanding on such date hereunder shall not exceed the Revolving Facility, and each Syndicated Loan made by Tranche A-($) hereunder shall be allocated pro rata among the Lenders equals the aggregate amount based upon their Applicable Commitment Percentage regardless of all Tranche A-($) Commitments and (iv) no Tranche A-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(c) Each Tranche B-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche B-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-($) Commitment of such Tranche B-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-($) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche B-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be amounts outstanding under Tranche B-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods)Competitive Bid Loans.
(d) Each Tranche B-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche B-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-(MC) Commitment of such Tranche B-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-(MC) Commitments; provided that (i) no more -------- than eight separate Interest Periods in respect of Eurocurrency Loans that are Tranche B-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-(MC) at the same time (for which purpose (x) Interest Periods described in different Credit Agreement ---------------- -27- lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche B-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche B-($) Lenders equals the aggregate amount of all Tranche B- ($) Commitments and (iv) no Tranche B-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(e) No Syndicated Loan shall be made under any Tranche if, after giving effect to such Loan, the aggregate principal amount of all such Syndicated Loans, together with the aggregate amount of Money Market Loans made under such Tranche, would exceed the aggregate amount of Commitments then in effect under such Tranche.
(f) For purposes of determining whether the amount of any borrowing of Loans under any Tranche, together with all other Loans then outstanding under such Tranche, would exceed the aggregate amount of Commitments under such Tranche (including, without limitation, for the purposes of Sections 2.01(a), 2.01(b), 2.01(c), 2.01(d), 2.01(e) and 2.03(a) hereof), the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of such borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of determining the unused portion of the Commitments under any Tranche under Section 2.04(b) hereof, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of determination of the unused portion of the Commitments under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of calculating the amount of any utilization fee payable under any Tranche under Section 2.05(b) hereof, the amount of any Loan outstanding on any date that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of the most recent borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan.
Appears in 1 contract
Syndicated Loans. (a) Each Tranche A-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans Syndicated Loans to either Applicable Borrower any one or more of the Borrowers in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche A-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-($) Commitment of such Tranche A-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable any Borrower may borrow, repay and reborrow the amount of the Tranche A-($) Commitments; provided that (i) no more than 10 separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "“Interest Period" ” shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods).
(b) Each Tranche A-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to either Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not Credit Agreement ---------------- including the Tranche A-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-(MC) Commitment of such Tranche A-(MC) Lender as in effect from time to time. Subject Anything herein to the terms and conditions of this Agreementcontrary notwithstanding, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-(MC) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-(MC) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche A-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche A-($) Lenders equals the aggregate amount of all Tranche A-($) Commitments and (iv) no Tranche A-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(c) Each Tranche B-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche B-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-($) Commitment of such Tranche B-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-($) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche B-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods).
(d) Each Tranche B-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche B-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-(MC) Commitment of such Tranche B-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-(MC) Commitments; provided that (i) no more -------- than eight separate Interest Periods in respect of Eurocurrency Loans that are Tranche B-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-(MC) at the same time (for which purpose (x) Interest Periods described in different Credit Agreement ---------------- -27- lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche B-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche B-($) Lenders equals the aggregate amount of all Tranche B- ($) Commitments and (iv) no Tranche B-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(e) No Syndicated Loan shall be made under any Tranche if, after giving effect to such Loan, the aggregate outstanding principal amount of all such Syndicated Loans, together with the aggregate outstanding principal amount of Money Market Loans made under such TrancheLoans, would exceed the aggregate amount of Commitments then in effect under such Trancheeffect, and (ii) the aggregate outstanding principal amount of all Loans to COFC may not at any time exceed 66- 2/3% of the aggregate amount of the Commitments then in effect.
(fc) For purposes of determining whether the amount of any borrowing of Loans under any Tranchea Loan, together with all other Loans then outstanding under such Trancheoutstanding, would exceed the aggregate amount of Commitments under such Tranche (including, without limitation, for the purposes of Sections 2.01(a), 2.01(b), 2.01(c), 2.01(d), 2.01(e) and 2.03(a) hereof)) or any other limitation hereunder, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of such borrowing of Loans under such Trancheborrowing) of the amount in the Alternative Currency of such Loan. For purposes of determining the unused portion of the Commitments under any Tranche under Section 2.04(b) hereof, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of determination of the unused portion of the Commitments under such TrancheCommitments) of the amount in the Alternative Currency of such Loan. For purposes of calculating the amount of any utilization fee payable under any Tranche under Section 2.05(b) hereof, the amount of any Loan outstanding on any date that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of the most recent borrowing of Loans under such TrancheLoans) of the amount in the Alternative Currency of such Loan.
Appears in 1 contract
Syndicated Loans. (a) Each Tranche A-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to either Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche A-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-($) Commitment of such Tranche A-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-($) Commitments; provided that (i) no more than 10 separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods).
(b) Each Tranche A-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to either Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not Credit Agreement ---------------- including the Tranche A-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-(MC) Commitment of such Tranche A-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-(MC) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-(MC) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche A-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche A-($) Lenders equals the aggregate amount of all Tranche A-($) Commitments and Commitments, (iv) no Tranche A-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate LoanLoan and (v) the aggregate principal amount of Loans under all Tranches made to FSB shall not exceed the FSB Borrowing Limit.
(c) Each Tranche B-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche B-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-($) Commitment of such Tranche B-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-($) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche B-($) Loans may be outstanding at any one time and time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods)) and (iii) the aggregate principal amount of Loans under all Tranches borrowed by FSB shall not exceed the FSB Borrowing Limit.
(d) Each Tranche B-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche B-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-(MC) Commitment of such Tranche B-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow 29 -25- the amount of the Tranche B-(MC) Commitments; provided that (i) no more -------- than eight separate Interest Periods in respect of Eurocurrency Loans that are Tranche B-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-(MC) at the same time (for which purpose (x) Interest Periods described in different Credit Agreement ---------------- -27- lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche B-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche B-($) Lenders equals the aggregate amount of all Tranche B- ($B-($) Commitments and Commitments, (iv) no Tranche B-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate LoanLoan and (v) the aggregate principal amount of Loans under all Tranches borrowed by FSB shall not exceed the FSB Borrowing Limit.
(e) No Syndicated Loan shall be made under any Tranche if, after giving effect to such Loan, the aggregate principal amount of all such Syndicated Loans, together with the aggregate amount of Money Market Loans made under such Tranche, would exceed the aggregate amount of Commitments then in effect under such Tranche.
(f) For purposes of determining whether the amount of any borrowing of Loans under any Tranche, together with all other Loans then outstanding under such Tranche, would exceed the aggregate amount of Commitments under such Tranche (including, without limitation, for the purposes of Sections 2.01(a), 2.01(b), 2.01(c), 2.01(d), 2.01(e) and 2.03(a) hereof), the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of such borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of determining the unused portion of the Commitments under any Tranche under Section 2.04(b) hereof, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of determination of the unused portion of the Commitments under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of calculating the amount of any utilization fee payable under any Tranche under Section 2.05(b) hereof, the amount of any Loan outstanding on any date that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of the most recent borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan.
Appears in 1 contract
Syndicated Loans. (a) Each Tranche A-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans Syndicated Loans to either Applicable Borrower any of the Borrowers in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche A-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-($) Commitment of such Tranche A-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable any Borrower may borrow, repay and reborrow the amount of the Tranche A-($) Commitments; provided that (i) no more than 10 separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-($) Loans may be outstanding at any one time and time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "“Interest Period" ” shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods).
) and (biii) Each Tranche A-(MC) Lender severally agreesafter giving effect to any such Loan, on the terms and conditions of this Agreementsubject to Section 2.10 hereof, to make loans to either Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not Credit Agreement ---------------- including the Tranche A-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-(MC) Commitment of such Tranche A-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-(MC) Commitments; provided that (i) no more than eight separate -------- Interest Periods $250,000,000 in respect of Eurocurrency Loans that are Tranche A-(MC) Loans to COFC may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-(MC) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche A-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche A-($) Lenders equals the aggregate amount of all Tranche A-($) Commitments and (iv) no Tranche A-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(c) Each Tranche B-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche B-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-($) Commitment of such Tranche B-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-($) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche B-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods).
(d) Each Tranche B-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche B-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-(MC) Commitment of such Tranche B-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-(MC) Commitments; provided that (i) no more -------- than eight separate Interest Periods in respect of Eurocurrency Loans that are Tranche B-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-(MC) at the same time (for which purpose (x) Interest Periods described in different Credit Agreement ---------------- -27- lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche B-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche B-($) Lenders equals the aggregate amount of all Tranche B- ($) Commitments and (iv) no Tranche B-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(eb) No Syndicated Loan shall be made under any Tranche if, after giving effect to such Loan, the aggregate outstanding principal amount of all such Syndicated Loans, together with the aggregate outstanding principal amount of Money Market Loans made under such TrancheLoans, would exceed the aggregate amount of Commitments then in effect under such TrancheCommitments.
(fc) For purposes of determining whether the amount of any borrowing of Loans under any TrancheLoans, together with all other Loans then outstanding under such Trancheoutstanding, would exceed the aggregate amount of Commitments under such Tranche (including, without limitation, for the purposes of Sections 2.01(a), 2.01(b), 2.01(c), 2.01(d), 2.01(e) and 2.03(a) hereof)) or any other limitation hereunder, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of such borrowing of Loans under such TrancheLoans) of the amount in the Alternative Currency of such Loan. For purposes of determining the unused portion of the Commitments under any Tranche under Section 2.04(b) hereof, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of determination of the unused portion of the Commitments under such TrancheCommitments) of the amount in the Alternative Currency of such Loan. For purposes of calculating the amount of any utilization fee payable under any Tranche under Section 2.05(b) hereof, the amount of any Loan outstanding on any date that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of the most recent borrowing of Loans under such TrancheLoans) of the amount in the Alternative Currency of such Loan.
Appears in 1 contract
Syndicated Loans. (a) Each Tranche A-($) Upon the satisfaction of the conditions precedent set forth in Sections 4.1 and 4.2 hereof, from and including the date of this Agreement and prior to the Termination Date, each Lender severally and not jointly agrees, on the terms and conditions of set forth in this Agreement, to make loans Syndicated Loans to either Applicable the Borrower in Dollars during the period from and including the date hereof time to but not including the Tranche A-($) Commitment Termination Date time, in an Agreed Currency, in a Dollar Amount not to exceed in the aggregate principal amount at any one time outstanding up to but not exceeding the amount of such Lender's Commitment; provided, however, (i) that the Tranche A-($) Aggregate Commitment of such Tranche A-($) Lender as in effect shall be deemed used from time to time to the extent of (a) the aggregate amount of the Bid Rate Loans then outstanding, and such deemed use of the Aggregate Commitment shall be applied to the Lenders ratably according to their respective Commitments (such deemed use of the aggregate amount of the Commitments being a "Bid Rate Reduction") and (b) the aggregate L/C Obligations then outstanding, and such deemed use of the Aggregate Commitment shall be applied to the Lenders ratably according to their respective Commitments, and (ii) that the aggregate Dollar Amount of Eurocurrency Rate Loans and L/C Obligations in Agreed Currencies other than Dollars outstanding at any time shall not exceed 50% of the Aggregate Commitment at such time. For so long as the aggregate outstanding Dollar Amount of Syndicated Advances, Bid Rate Advances, Swing Line Loans and L/C Obligations is less than 95% of the Aggregate Commitment, the Dollar Amount of each Eurocurrency Rate Advance in an Agreed Currency other than Dollars for all purposes under this Agreement (other than Section 2.3(B)) shall be the Dollar Amount thereof as of the date such Eurocurrency Rate Advance was made, and the Dollar Amount of each undrawn Letter of Credit in an Agreed Currency other than Dollars for all purposes of this Agreement (other than Section 2.3(B)) shall be the Dollar Amount thereof as of the first Business Day in each week, as determined by the Administrative Agent. For so long as the aggregate outstanding Dollar Amount of Syndicated Advances, Bid Rate Advances, Swing Line Loans and L/C Obligations is equal to or greater than 95% of the Aggregate Commitment, the Administrative Agent shall determine the Dollar Amount of all Eurocurrency Rate Advances and L/C Obligations in Agreed Currencies other than Dollars as of the first Business Day in each week, and the availability of Loans and Letters of Credit under this Agreement shall be determined on the basis of such Dollar Amount most recently determined. Each Syndicated Advance under this Section 2.1 shall consist of Syndicated Loans made by each Lender ratably in proportion to such Lender's respective Pro Rata Share. Subject to the terms and conditions of this Agreement, during such period either Applicable the Borrower may borrow, repay and reborrow Syndicated Loans at any time prior to the amount Termination Date. The Syndicated Loans made on the Closing Date shall initially be Base Rate Loans and thereafter may be continued as Base Rate Loans or converted into Eurocurrency Rate Loans in the manner provided in Section 2.8 and subject to the other conditions and limitations therein set forth and set forth in this Article II. On the Termination Date, the outstanding principal balance of the Tranche A-($) Commitments; provided that (i) no more than 10 separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated paid in different Currencies shall be deemed to have different Interest Periods)full by the Borrower.
(b) Each Tranche A-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to either Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not Credit Agreement ---------------- including the Tranche A-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche A-(MC) Commitment of such Tranche A-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period either Applicable Borrower may borrow, repay and reborrow the amount of the Tranche A-(MC) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche A-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche A-(MC) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche A-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche A-($) Lenders equals the aggregate amount of all Tranche A-($) Commitments and (iv) no Tranche A-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(c) Each Tranche B-($) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars during the period from and including the date hereof to but not including the Tranche B-($) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-($) Commitment of such Tranche B-($) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-($) Commitments; provided that (i) no more than eight separate -------- Interest Periods in respect of Eurocurrency Loans that are Tranche B-($) Loans may be outstanding at any one time and (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-($) at the same time (for which purpose (x) Interest Periods described in different lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods).
(d) Each Tranche B-(MC) Lender severally agrees, on the terms and conditions of this Agreement, to make loans to any Applicable Borrower in Dollars or any Agreed Alternative Currency during the period from and including the date hereof to but not including the Tranche B-(MC) Commitment Termination Date in an aggregate principal amount at any one time outstanding up to but not exceeding the amount of the Tranche B-(MC) Commitment of such Tranche B-(MC) Lender as in effect from time to time. Subject to the terms and conditions of this Agreement, during such period any Applicable Borrower may borrow, repay and reborrow the amount of the Tranche B-(MC) Commitments; provided that (i) no more -------- than eight separate Interest Periods in respect of Eurocurrency Loans that are Tranche B-(MC) Loans may be outstanding at any one time, (ii) no more than 20 different Interest Periods for both Syndicated Loans and Money Market Loans may be outstanding under Tranche B-(MC) at the same time (for which purpose (x) Interest Periods described in different Credit Agreement ---------------- -27- lettered clauses of the definition of the term "Interest Period" shall be deemed to be different Interest Periods even if they are coterminous and (y) Loans denominated in different Currencies shall be deemed to have different Interest Periods), (iii) no Tranche B-(MC) Loan denominated in Dollars shall be made on any date unless the aggregate principal amount of all Loans outstanding on such date made by Tranche B-($) Lenders equals the aggregate amount of all Tranche B- ($) Commitments and (iv) no Tranche B-(MC) Loan denominated in an Agreed Alternative Currency may be outstanding as a Base Rate Loan.
(e) No Syndicated Loan shall be made under any Tranche if, after giving effect to such Loan, the aggregate principal amount of all such Syndicated Loans, together with the aggregate amount of Money Market Loans made under such Tranche, would exceed the aggregate amount of Commitments then in effect under such Tranche.
(f) For purposes of determining whether the amount of any borrowing of Loans under any Tranche, together with all other Loans then outstanding under such Tranche, would exceed the aggregate amount of Commitments under such Tranche (including, without limitation, for the purposes of Sections 2.01(a), 2.01(b), 2.01(c), 2.01(d), 2.01(e) and 2.03(a) hereof), the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of such borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of determining the unused portion of the Commitments under any Tranche under Section 2.04(b) hereof, the amount of any Loan outstanding under such Tranche that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of determination of the unused portion of the Commitments under such Tranche) of the amount in the Alternative Currency of such Loan. For purposes of calculating the amount of any utilization fee payable under any Tranche under Section 2.05(b) hereof, the amount of any Loan outstanding on any date that is denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent (determined as of the date of the most recent borrowing of Loans under such Tranche) of the amount in the Alternative Currency of such Loan.
Appears in 1 contract