The Advance. The Current Issuer Start-Up Loan Provider grants to Funding simultaneously with the issue by the Current Issuer of the Current Issuer Notes (and upon the simultaneous issuance by the Current Issuer to Funding of the Current Issuer Intercompany Loan) and upon the terms and subject to the conditions hereof, a loan in an aggregate amount of {pound-sterling}22,625,000 (Twenty Two Million Six Hundred and Twenty Five Thousand) (the "ADVANCE") on the Closing Date for the purposes of providing for the partial funding of the Issuer Reserve Fund and providing for Funding's costs and expenses in respect of the increase of the Funding Share of the Trust Property and in respect of amounts payable to the Current Issuer by Funding as fees under the Current Issuer Intercompany Loan. The Advance shall be paid into the Funding Transaction Account.
The Advance. (a) Subject to the terms and conditions set forth herein, Lender agrees to make one single term loan in Euros to Borrower (the “Advance”) on the Funding Date, not to exceed the Commitment.
(b) The Advance, or a portion thereof, once repaid or prepaid may not be reborrowed.
The Advance. 2.1 Each Noteholder agrees to advance the Initial Advance to the Company, subject to and upon the terms and conditions contained in this Agreement, in the Applicable Percentage (less an amount equal to the sums deducted in accordance with Clause 2.9), such amount to be advanced to the Company to such bank account as the Company shall direct in writing for such purpose. The Company shall apply the Initial Advance:
i. to satisfy costs associated with the preparation and negotiation of this Agreement and related documentation, including:
(a) any unpaid balance of the due diligence fees of £7,500 payable by the Company to RiverFort; and
(b) any unpaid balance of the legal fee deposit in the amount of £7,500 payable by the Company to Riverfort;
ii. payment of the Implementation Fee; and
iii. as a source of general working capital.
The Advance. The Current Issuer Start-Up Loan Provider grants to Funding simultaneously with the issue by the Current Issuer of the Current Issuer Notes (and upon the simultaneous issuance by the Current Issuer to Funding of the Current Issuer Intercompany Loan) and upon the terms and subject to the conditions hereof, a loan in an aggregate amount of [{pound-sterling} (amount in words)] (the "ADVANCE") on the Closing Date for the purposes of providing for the partial funding of the Issuer Reserve Fund and providing for Funding's costs and expenses in respect of the acquisition of the Funding Share of the Additional Trust Property and in respect of amounts payable to the Current Issuer by Funding as fees under the Current Issuer Intercompany Loan. The Advance shall be paid into the Funding Transaction Account.
The Advance. 2.1 The Lender agrees, concurrently with and conditional on its receipt of the proceeds of the issuance of the Dollar Notes, to make available to the Borrower a Sterling term loan facility in an aggregate amount up to the Facility Amount.
2.2 The Advance made pursuant to Clause 2.1, less any discounts, underwriting or other fees or other expenses payable to or on behalf of the Lender, shall be transferred to such account as the Borrower may designate to the Lender for this purpose and in such currencies and proportions as the Lender may determine (as converted from Dollars into the relevant currency using the rate of exchange effective on the date of the transfer) (such amount, the “Cash Transfer Amount”).
2.3 The parties agree that (following the transfer of and notwithstanding the amount of the Cash Transfer Amount) the Lender shall be deemed to have made an advance to the Borrower equal to the Facility Amount on the date hereof. The Borrower acknowledges that the Facility Amount is equal to the gross principal amount due from the Lender pursuant to the purchase of the Dollar Notes and that the Facility Amount is in an amount greater than the Cash Transfer Amount as a result of the discount at which the Dollar Notes are issued (being 98.514%) and of the payment of underwriting or other fees and other expenses in respect of the Issue of the Dollar Notes.
The Advance. (a) RBSFI hereby agrees, on the terms and conditions hereinafter set forth, to make a single Advance in Dollars or in one or more Alternative Currencies to the Borrower on any Business Day during the Availability Period (as herein defined) in an aggregate principal amount at any time outstanding not to exceed $125,000,000 Dollars or the Alternative Currency Equivalent thereof (the "FACILITY"). The Borrower may request only one Advance under the Facility. The Borrower may request that portions of the Advance be made in Dollars or in any Alternative Currency. Amounts borrowed and repaid or prepaid may not be reborrowed. Amounts must be repaid in the currency in which they were borrowed.
(b) The Borrower may request the Advance (in an amount equal to the Facility) by giving a written notice of borrowing (a "NOTICE OF Borrowing") to RBSFI not later than 3:00 P.M. (London time) on the third Business Day prior to the Interest Rate Determination Date, which Notice of Borrowing shall be irrevocable and shall in each case specify (i) the date of such Advance (which shall be a Business Day), (ii) the currency of such Advance and (iii) the Interest Period with respect thereto. If no Interest Period with respect to any Advance is specified, then the Borrower shall be deemed to have selected an Interest Period of one month's duration which interest period may not end after the Termination Date. Upon fulfillment of the applicable conditions set forth herein RBSFI will make the Advance available to the Borrower on the proposed date thereof by wire transfer to the account specified by the Borrower in the Notice of Borrowing in immediately available funds by 3:00 P.M. (London time). The Notice of Borrowing may be delivered by telephone if promptly confirmed in writing.
(c) So long as no Default or Event of Default shall have occurred and be continuing, the Borrower shall have the option upon the expiration of any Interest Period applicable to the Advance to continue all of the Advance or a portion of the Advance in an amount equal to (i) in the case of any Dollar denominated portion of the Advance, $5,000,000 and integral multiples of $5,000,000 in excess of that amount, (ii) in the case of any Sterling denominated portion of the Advance (pound)5,000,000 and integral multiples of (pound)5,000,000 in excess thereof and (iii) in the case of Euro denominated portion of the Advance, (euro)5,000,000 and integral multiples of (euro)5,000,000 in excess thereof. The Borrower shall...
The Advance. The Lender agrees, on the terms and conditions hereinafter set forth, to make an Advance to the Borrower on the Closing Date in the amount of the Commitment less $300,000, the emergency advance made by the Lender to the Borrower on August 4, 2000, which emergency advance shall henceforth be deemed an Advance hereunder secured by the Collateral Documents.
The Advance. The obligation of the Lender to make the Advance hereunder is subject to the satisfaction, immediately prior to or concurrently with the making of the Advance, of the following conditions precedent:
The Advance. The Initial Lender agrees, on the terms ----------- and conditions hereinafter set forth, to make an advance (the "Advance") to the ------- Borrower
(i) in an amount equal to the lesser of (a) $300,000,000 and (b) the aggregate dollar amount of the Merger Consideration and the Offer Price required to be paid pursuant to the Merger Agreement and (ii) to be made on any Business Day (the "Borrowing Date") on or before the earlier to occur of (y) the -------------- Effective Date (as defined in the Merger Agreement) and (z) March 6, 2000. Amounts borrowed and repaid or prepaid may not be reborrowed.
The Advance. (a) Upon satisfaction of the conditions below, Borrower may, upon notice as set forth below, request, on or after December 22, 1999, a single advance hereunder in such currency as Borrower shall request (which may be either Canadian Dollars or U.S. Dollars) for an amount not to exceed C$10,000,000 or the Equivalent Amount in U.S. Dollars (the "ADVANCE"). As between Canadian and U.S. Dollars, the currency in which the Advance is funded is the "CURRENCY" and the currency in which the Advance is not funded is the "OTHER CURRENCY." There shall be no conversion of the Advance from the Currency to the Other Currency during the term of this Agreement.
(b) The interest rate basis for the Advance may be converted or continued from time to time based on Libor or the Prime Rate applicable to the Currency. At such time as interest is based on the applicable Libor rate, the Advance shall be referred to as the Libor Advance and, at such time as interest is based on the applicable Prime Rate, the Advance shall be referred to as the Prime Rate Advance; PROVIDED, HOWEVER, any such characterization shall always constitute but one and the same Advance hereunder in the Currency. If Libor is selected and no Interest Period is specified, Borrower will be deemed to have requested an Interest Period of one month. If no interest rate basis is specified, Borrower will be deemed to have requested a Prime Rate Advance. The principal amount of the Advance at any time that it shall be a Libor Advance shall be no less than C$500,000 or larger whole multiples of C$100,000 for the Advance in Canadian Dollars and US$500,000 or larger whole multiples of US$100,000 for the Advance in U.S. Dollars.
