Common use of The Loans Clause in Contracts

The Loans. Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 2 contracts

Samples: Credit Agreement (Mettler Toledo International Inc/), Credit Agreement (Mettler Toledo International Inc/)

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The Loans. (a) Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loanon the Closing Date or on the date the Pre-Acquisition Initial Funding occurs, a "Revolving Loan") in Dollars or in as applicable, one or more Alternative Currencies from time to time, on any Business Day during loans (the Availability Period, “Initial Loans”) denominated in U.S. Dollars in an aggregate principal amount not equal to exceed at any time outstanding the amount of such Lender's Commitment’s Commitment on the Closing Date. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed; provided, however, provided that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount U.S. Borrower may, after the Closing Date, assume any portion of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus Initial Loans borrowed by the Assumed Swingline Loan Amount shall not exceed Australian Borrower on the Aggregate Commitments Closing Date as if such Initial Loans were borrowed by the U.S. Borrower on the Closing Date and (ii) the aggregate Outstanding Amount Australian Borrower may, after the Closing Date, assume any portion of the Revolving Initial Loans of any Lenderborrowed by the U.S. Borrower on the Closing Date as if such Initial Loans were borrowed by the Australian Borrower on the Closing Date, plus in each case upon written notice from such Lender's Pro Rata Share of Borrower to the Outstanding Amount of all L/C Obligations Administrative Agent and, if the Administrative Agent requests, evidenced by submitting a revised Committed Loan Notice. The Initial Loans may be Base Rate Loans or U.S. Dollar denominated Eurodollar Rate Loans, as further provided herein. (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject b) Subject to the terms and conditions set forth herein, each 2015-2 Incremental Lender severally agrees to make Revolving Loans (without application of to the Assumed Swingline Loan Amount) U.S. Borrower on the Second Lien Amendment No. 2 Effective Date, one or more loans denominated in U.S. Dollars in an aggregate principal amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed such 2015-2 Incremental Lender’s 2015-2 Incremental Commitment on the Honor Second Lien Amendment No. 2 Effective Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c(the “2015-2 Incremental Loans”), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(b) and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving The 2015-2 Incremental Loans may be Base Rate Loans or Eurocurrency U.S. Dollar denominated Eurodollar Rate Loans, as further provided herein.

Appears in 2 contracts

Samples: Second Lien Credit Agreement, Second Lien Credit Agreement (DTZ Jersey Holdings LTD)

The Loans. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Loan Lender severally agrees to make term loans (each such loan, an “Initial Term Loan”) to the Initial Borrower on the Closing Date in Dollars in the aggregate amount of such Term Loan Lender’s Term Loan Commitment, (ii) each 2020 Incremental Term Loan Lender severally agrees to make 2020 Incremental Term Loans to the Borrower on the 2020 Incremental Amendment Effective Date in Dollars in an aggregate amount of up to such 2020 Incremental Term Loan Lender’s 2020 Incremental Term Loan Commitment and (iii) each 2021 Incremental Term Loan Lender severally agrees to make 2021 Incremental Term Loans to the Borrower on the 2021 Incremental Amendment Funding Date in Dollars in an aggregate amount of up to such 2021 Incremental Term Loan Lender’s 2021 Incremental Term Loan Commitment. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans or Term SOFR Loans, as further provided herein. (b) Subject to the terms and conditions set forth herein, each Initial Revolving Credit Lender severally agrees to make revolving loans to each of the Revolving Borrowers (each such loan, a "an “Initial Revolving Credit Loan") in Dollars or in one or more an Alternative Currencies Currency to the Borrower from time to time, on any Business Day during the Initial Availability Period, in an aggregate amount not to exceed up to, at any time outstanding the amount of outstanding, such Initial Revolving Credit Lender's ’s Initial Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Total Revolving Credit Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Revolving Credit Xxxxxx’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers a Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Term SOFR Loans, Eurocurrency Rate Loans or Eurocurrency Rate RFR Loans, as further provided herein. Each Revolving Credit Borrowing (including any deemed Revolving Credit Borrowings made pursuant to Section 2.03) shall be allocated pro rata among the outstanding Tranches of Revolving Credit Commitments. Revolving Credit Loans denominated in Pounds Sterling shall be RFR Loans.

Appears in 2 contracts

Samples: Credit Agreement (APi Group Corp), Credit Agreement (APi Group Corp)

The Loans. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make loans Revolving Loans in dollars to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time result in (a) the aggregate outstanding the principal amount of such Revolving Lender's Commitment; provided, however, that after giving effect to any Borrowing, ’s Revolving Loans exceeding such Revolving Lender’s Revolving Commitment or (ib) the aggregate Outstanding Amount sum of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) Total Exposure exceeding the aggregate Outstanding Amount of the total Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's CommitmentCommitments. Notwithstanding Within the foregoing sentence, limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Loans. (b) On or prior to the Eighth Amendment Effective Date, each Term Lender severally (other than the Tenth Amendment Incremental Lender (as defined in the Tenth Amendment)) made a term loan in dollars in an aggregate amount of such Term Lender’s Term Commitment as of the Eight Amendment Effective Date. Subject to the terms and conditions set forth herein, the Tenth Amendment Incremental Lender agrees to make Revolving Loans (without application of to the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed Borrower on the Honor Tenth Amendment Effective Date by such Subsidiary Swingline Borrowers a term loan in accordance with Section 2.03(c), in each case, dollars in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations amount of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency SublimitTerm Lender’s Term Commitment. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(b) and reborrow under this Section 2.01. Revolving Loans repaid or prepaid may not be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinreborrowed.

Appears in 2 contracts

Samples: Revolving Credit Agreement and Incremental Agreement (Palantir Technologies Inc.), Revolving Credit Agreement and Incremental Agreement (Palantir Technologies Inc.)

The Loans. (a) Subject to the terms and conditions set forth herein, , (i) each Tranche 1 Revolving Credit Lender severally agrees to make loans denominated in Dollars to each of the Revolving Borrowers Lead Borrower as elected by the Lead Borrower pursuant to Section 2.02 (each such loan, a "“Tranche 1 Revolving Credit Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of such Lender's ’s Tranche 1 Revolving Credit Commitment; provided, however, provided that after giving effect to any Tranche 1 Revolving Credit Borrowing, (iA) the aggregate Outstanding Amount sum of (without duplication) (I) the Tranche 1 Revolving Credit Exposure of all Tranche 1 Revolving Loans, Credit Lenders plus the aggregate Outstanding Amount of (II) all Unpaid L/C Obligations Lender Amounts of all of the Tranche 1 Revolving Credit Lenders plus (excluding Subsidiary L/C Obligations), plus III) all Unpaid Swing Line Loan Amounts of all of the Assumed Swingline Loan Amount Tranche 1 Revolving Credit Lenders shall not exceed the Aggregate lesser of (x) the aggregate Tranche 1 Revolving Credit Commitments and (iiy) the aggregate Outstanding Amount of Tranche 1 Borrowing Base at such time, (B) the Tranche 1 Revolving Loans Credit Exposure of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount Tranche 1 Revolving Credit Lender shall not exceed such Tranche 1 Revolving Credit Lender's Commitment. Notwithstanding ’s Tranche 1 Revolving Credit Commitment and (C) the foregoing sentence, subject to Revolving Credit Exposure shall not exceed the terms lesser of (x) the aggregate Revolving Credit Commitments and conditions set forth herein, (y) the Borrowing Base at such time; (ii) each Tranche 2 Revolving Credit Lender severally agrees to make loans denominated in Dollars to the Lead Borrower as elected by the Lead Borrower pursuant to Section 2.02 (each such loan, a “Tranche 2 Revolving Loans (without application of Credit Loan”) from time to time, during the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each caseAvailability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of such Lender's ’s Tranche 2 Revolving Credit Commitment; provided, however, provided that after giving effect to any such Tranche 2 Revolving Credit Borrowing, (iA) the Total Outstandings sum of (without duplication) (I) the Tranche 2 Revolving Credit Exposure of all Tranche 2 Revolving Credit Lenders plus (II) all Unpaid L/C Lender Amounts of all of the Tranche 2 Revolving Credit Lenders, plus (III) all Unpaid Swing Line Loan Amounts of all of the Tranche 2 Revolving Credit Lenders shall not exceed the Aggregate Commitments, lesser of (iix) the aggregate Outstanding Amount of all Loans Tranche 2 Revolving Credit Commitments and (y) the Tranche 2 Borrowing Base at such time, (B) the Tranche 2 Revolving Credit Exposure of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Tranche 2 Revolving Credit Lender shall not exceed such Tranche 2 Revolving Credit Lender's Commitment, ’s Tranche 2 Revolving Credit Commitment and (C) the Revolving Credit Exposure shall not exceed the lesser of (x) the aggregate Revolving Credit Commitments and (y) the Borrowing Base at such time; (iii) in no event shall there be any Loans made on the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within Closing Date; and (iv) within the limits of each Lender's ’s Tranche 1 Revolving Credit Commitment or Tranche 2 Revolving Credit Commitment, as applicable, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.012.01(a), prepay under Section 2.05, 2.05 and reborrow under this Section 2.012.01(a). Tranche 1 Revolving Credit Loans and Tranche 2 Revolving Credit Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, as further provided herein. (b) [Reserved.]

Appears in 2 contracts

Samples: Credit Agreement (Dominion Textile (Usa), L.L.C.), Credit Agreement (Dominion Textile (Usa), L.L.C.)

The Loans. Subject to the terms and conditions set forth herein, each Term Loan Lender severally agrees to make term loans to each of the Revolving Borrowers (each such loan, an “Initial Term Loan”) to a "Borrower on the Closing Date in Dollars in an aggregate amount of up to such Term Loan Lender’s Term Loan Commitment. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Subject to the terms and conditions set forth herein, each Initial Revolving Credit Lender severally agrees to make revolving loans (each such loan, an “Initial Revolving Credit Loan") in Dollars or in one or more an Alternative Currencies Currency to a Borrower from time to time, on any Business Day during the Initial Availability Period, in an aggregate amount not to exceed up to, at any time outstanding the amount of outstanding, such Initial Revolving Credit Lender's ’s Initial Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Total Revolving Credit Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Revolving Credit Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers a Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Each Revolving Credit Borrowing (including any deemed Revolving Credit Borrowings made pursuant to Section 2.03) shall be allocated pro rata among the outstanding Tranches of Revolving Credit Commitments.

Appears in 2 contracts

Samples: Credit Agreement (APi Group Corp), Credit Agreement (Element Solutions Inc)

The Loans. (a) Subject to the terms and conditions set forth herein, each each(i) the Additional Term B Lender severally agrees to make loans a loan to the Borrower on the Closing Date in Dollars in an amount notto the Borrower a loan denominated in Dollars (together with each Loan converted from a Converted Initial Loan pursuant to clause (ii) below, a “Term B Loan”) on the Amendment No. 1 Effective Date equal to the Additional Term B Commitment and (ii) each Converted Initial Loan of each Amendment No. 1 Consenting Lender shall be converted into a Term B Loan of such Lender effective as of the Revolving Borrowers (each such loan, Amendment No. 1 Effective Date in a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not equal to exceed at any time outstanding such Lender’s Commitment on the Closing Date. The Borrowingthe principal amount of such Lender's Commitment’s Converted Initial Loan immediately prior to such conversion; providedprovided that the Term B Loans shall initially consist of Term Loans made simultaneously by such Lenders in accordance with their respective Commitments.LIBO Rate Loans with an Interest Period commencing on the Amendment No. 1 Effective Date and ending on June 28, however, that after giving effect 2013 and the LIBO Rate for such Interest Period shall be deemed to any Borrowing, be 1.25%. (ib) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Each Lender having an Incremental Term Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentenceCommitment severally agrees, subject to the terms and conditions and relying upon the representations and warranties set forth hereinherein and in the applicable Additional Credit Extension Amendment, each Lender severally agrees to make Revolving Incremental Term Loans (without application of to the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each caseBorrower, in an aggregate principal amount not to exceed such Lender's its Incremental Term Loan Commitment; provided, however, that after giving effect to any such Borrowing, . Each Incremental Term Borrowing shall consist of Incremental Term Loans made simultaneously by the applicable Incremental Term Lenders in accordance with their respective Incremental Term Loan Commitments. (ic) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01 and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving Loans may be Base Rate Loans or Eurocurrency LIBO Rate Loans, Loans as further provided herein. The failure of any Lender to make any Loan shall neither relieve any other Lender of its obligation to fund its Loan in accordance with the provisions of this Agreement nor increase the obligation of any such other Lender.

Appears in 2 contracts

Samples: Credit Agreement (Container Store Group, Inc.), Credit Agreement (Container Store Group, Inc.)

The Loans. (a) The Term B Borrowing. Subject to the terms and conditions set forth herein, each Term B Lender severally agrees to make a single loan to the Company in U.S. Dollars on the Closing Date in an amount not to exceed such Term B Lender's Term B Commitment. The Term B Borrowing shall consist of Term B Loans made simultaneously by the Term B Lenders in accordance with their respective Term B Commitments. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term B Loans may be Base Rate Loans or Eurocurrency Rate Loans as further provided herein. (b) The Multicurrency Revolving Borrowings. Subject to the terms and conditions set forth herein, each Multicurrency Revolving Lender severally agrees to make revolving loans to each of the Revolving Borrowers (each such loan, a "Multicurrency Revolving Loan") in Dollars or to the Borrowers in one or more Alternative Syndicated Currencies from time to time, on any Business Day during the Multicurrency Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Multicurrency Revolving Lender's Multicurrency Revolving Commitment; provided, however, that after giving effect to any Multicurrency Revolving Borrowing, (i) the aggregate Outstanding Amount of all Total Multicurrency Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount Outstandings shall not exceed the Aggregate Commitments and Multicurrency Facility, (ii) the aggregate Outstanding Amount of the Multicurrency Revolving Loans of any Multicurrency Revolving Lender, plus such Multicurrency Revolving Lender's Pro Rata Share Applicable Percentage of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Multicurrency Revolving Lender's Pro Rata Share Applicable Percentage of the Assumed Swingline Loan Outstanding Amount of all Swing Line Loans shall not exceed such Multicurrency Revolving Lender's Multicurrency Revolving Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (iiii) the Total Revolving Credit Outstandings shall not exceed the Aggregate CommitmentsRevolving Facility, (iiiv) the aggregate [Published CUSIP Number: ____] Outstanding Amount of all Foreign Currency Loans of any Lender, plus made to the aggregate Outstanding Amount of all L/C Obligations of any Lender Borrowers shall not exceed such Lender's Commitment, the Foreign Currency Sublimit and (iiiv) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Multicurrency Revolving Loans of such Subsidiary Swingline Borrower denominated in Foreign Syndicated Currencies shall not exceed $40,000,000 (as such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitamount may be modified from time to time pursuant to Section 2.01(f)). Within the limits of each Lender's Commitmentthe Multicurrency Revolving Commitments, and subject to the other terms and conditions hereof, the Borrowers Company may borrow under this Section 2.012.01(b), prepay under Section 2.052.05(a), and reborrow under this Section 2.012.01(b). Multicurrency Revolving Loans denominated in U.S. Dollars may be Base Rate Loans or Eurocurrency Rate Loans and Multicurrency Revolving Loans denominated in a Foreign Syndicated Currency may be Eurocurrency Rate Loans, in each case as further provided herein. All Borrowings of Multicurrency Revolving Loans made on the Closing Date shall be made as Base Rate Loans (except for Multicurrency Revolving Loans denominated in a Foreign Syndicated Currency, which shall be made on the Closing Date as Eurocurrency Rate Loans with an Interest Period of one month) and may not exceed $50,000,000.

Appears in 1 contract

Samples: Credit Agreement (Invacare Corp)

The Loans. (a) Subject to the terms and conditions set forth herein, on the Effective Date, each Lender severally agrees agreed to make continue certain term loans to each of (the Revolving Borrowers (each such loan, a "Revolving Loan"“Initial Loans”) in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of set forth opposite such Lender's ’s name in Schedule 2.01(a) (such amount being referred to herein as such Lender’s “Initial Commitment; provided”). For the avoidance of doubt, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount as of the Revolving Loans Twelfth Amendment Effective Date, the Initial Commitment of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations each Lender shall be $0. (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject b) Subject to the terms and conditions set forth hereinherein and in the Second Amendment, on the Second Amendment Effective Date, each Lender severally agrees to make Revolving 2021 Term Loans (without application of the Assumed Swingline Loan Amount) in an aggregate principal amount equal to its Pro Rata Share 2021 Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Revolving Loans made Twelfth Amendment Effective Date, the 2021 Term Loan Commitment of each Lender shall be $0. (c) Subject to refinance Swingline Loans the terms and conditions set forth herein and in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed Third Amendment, on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)Third Amendment Effective Date, in each case, Lender agrees to make 2021 Additional Term Loans in an aggregate principal amount not equal to exceed its 2021 Additional Term Loan Commitment as set forth opposite such Lender's Commitment; provided’s name in Schedule 2.01(a). For the avoidance of doubt, howeveras of the Twelfth Amendment Effective Date, that after giving effect the 2021 Additional Term Loan Commitment of each Lender shall be $0. (d) Subject to any the terms and conditions set forth herein and in the Fourth Amendment, on the Fourth Amendment Effective Date, each Lender agrees to make 2021 New Term Loans in an aggregate principal amount equal to its 2021 New Term Loan Commitment as set forth opposite such BorrowingLender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Twelfth Amendment Effective Date, the 2021 New Term Loan Commitment of each Lender shall be $0. (e) Subject to the terms and conditions set forth herein and in the Fifth Amendment, on the Fifth Amendment Effective Date, each Lender agrees to make 2021 October New Term Loans in an aggregate principal amount equal to its 2021 October New Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Twelfth Amendment Effective Date, the 2021 October New Term Loan Commitment of each Lender shall be $0. (f) Subject to the terms and conditions set forth herein and in the Sixth Amendment, on the Sixth Amendment Effective Date, each Lender agrees to make Sixth Amendment Term Loans in an aggregate principal amount equal to its Sixth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Twelfth Amendment Effective Date, the Sixth Amendment Term Loan Commitment of each Lender shall be $0. (g) Subject to the terms and conditions set forth herein and in the Seventh Amendment, on the Seventh Amendment Effective Date, each Lender agrees to make Seventh Amendment Term Loans in an aggregate principal amount equal to its Seventh Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Twelfth Amendment Effective Date, the Seventh Amendment Term Loan Commitment of each Lender shall be $0. (h) Subject to the terms and conditions set forth herein and in the Eighth Amendment, on the Eighth Amendment Effective Date, each Lender agrees to make Eighth Amendment Term Loans in an aggregate principal amount equal to its Eighth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Twelfth Amendment Effective Date, the Eighth Amendment Term Loan Commitment of each Lender shall be $0. (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject Subject to the other terms and conditions hereofset forth herein and in the Ninth Amendment, on the Ninth Amendment Effective Date, each Lender agrees to make Ninth Amendment Term Loans in an aggregate principal amount equal to its Ninth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Twelfth Amendment Effective Date, the Borrowers may borrow under this Section 2.01Ninth Amendment Term Loan Commitment of each Lender shall be $0. (j) Subject to the terms and conditions set forth herein and in the Tenth Amendment, prepay under Section 2.05on the Tenth Amendment Effective Date, and reborrow under this Section 2.01each Lender agrees to make Tenth Amendment Term Loans in an aggregate principal amount equal to its Tenth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). Revolving Loans may be Base Rate Loans or Eurocurrency Rate LoansFor the avoidance of doubt, as further provided hereinof the Twelfth Amendment Effective Date, the Tenth Amendment Term Loan Commitment of each Lender shall be $0. (k) Subject to the terms and conditions set forth herein and in the Eleventh Amendment, on the Eleventh Amendment Effective Date, each Lender agrees to make Eleventh Amendment Term Loans in an aggregate principal amount equal to its Eleventh Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Twelfth Amendment Effective Date, the Eleventh Amendment Term Loan Commitment of each Lender shall be $0. (l) Subject to the terms and conditions set forth herein and in the Twelfth Amendment, on the Twelfth Amendment Effective Date, each Lender agrees to make Twelfth Amendment Term Loans in an aggregate principal amount equal to its Twelfth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a).

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Bright Mountain Media, Inc.)

The Loans. Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one the First Amendment, the Second Amendment or more Alternative Currencies from time to timethe ThirdFourth Amendment, on any Business Day during as applicable: (a) On the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth hereinRestatement Effective Date, each Lender severally agrees to make Revolving to the Borrower Term B Loans (without application of the Assumed Swingline Loan Amount) denominated in an Dollars in a principal amount equal to such Lender’s Term B Commitment on (and as of) the Restatement Effective Date. (b) On the First Amendment Effective Date, each Lender severally agrees to make to the Borrower Incremental 2014 Term Loans denominated in Dollars in a principal amount equal to such Lender’s Incremental 2014 Term Commitment on (and as of) the First Amendment Effective Date. (c) On the Initial Second Amendment Effective Date, (A) each Lender holding Term B Loans that is a 2016 Converting Replacement Term B-1 Loan Lender severally agrees that, without further action by any party to this Agreement, a portion of such Lender’s Term B Loans equal to such Lender’s Allocated Replacement Term B-1 Loan Conversion Amount shall automatically be converted into a 2016 Converted Replacement Term B-1 Loan to the Borrower in Dollars and in like principal amount, (B) each 2016 New Replacement Term B-1 Loan Lender severally agrees to make a 2016 New Replacement Term B-1 Loan to the Borrower on the Initial Second Amendment Effective Date denominated in Dollars in a principal amount not to exceed its Pro Rata Share 2016 New Replacement Term B-1 Loan Commitment, (C) each Lender holding Incremental 2014 Term Loans that is a 2016 Converting Replacement Term B-2 Loan Lender severally agrees that, without further action by any party to this Agreement, a portion of such Lender’s Incremental 2014 Term Loans equal to such Lender’s Allocated Replacement Term B-2 Loan Conversion Amount shall automatically be converted into a 2016 Converted Replacement Term B-2 Loan to the Borrower in Dollars and in like principal amount and (D) each 2016 New Replacement Term B-2 Loan Lender severally agrees to make a 2016 New Replacement Term B-2 Loan to the Borrower on the Initial Second Amendment Effective Date denominated in Dollars in a principal amount not to exceed its 2016 New Replacement Term B-2 Loan Commitment. Immediately following the incurrence of the Revolving 2016 Replacement Term B-1 Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)2016 Replacement Term B-2 Loans, in each case, on the Initial Second Amendment Effective Date (and the application of the proceeds thereof as provided in an aggregate amount not to exceed Section 4(a)(vi) of the Second Amendment), all such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings 2016 Replacement Term B-2 Loans shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all be converted into 2016 Replacement Term B-1 Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject pursuant to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein2016 Replacement Term Loan Conversion. (a) [Reserved]. (b) [Reserved]. (c) [Reserved]. (d) [Reserved].

Appears in 1 contract

Samples: Credit Agreement (Michaels Companies, Inc.)

The Loans. (a) The Initial Term Loan Borrowings. Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make to the Borrower on the Closing Date loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") denominated in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of such Term Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's ’s Term Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(a) and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving Initial Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. (b) The Revolving Credit Borrowings. Subject to the terms and conditions set forth herein each Revolving Credit Lender severally agrees to make revolving credit loans denominated in an Approved Currency to the Borrower from its applicable Lending Office (each such loan, a “Revolving Credit Loan”) from time to time as elected by the Borrower pursuant to Section 2.02, on any Business Day during the period from the Closing Date until the Maturity Date with respect to such Revolving Credit Lender’s applicable Revolving Credit Commitment, in an aggregate Principal Amount not to exceed at any time outstanding the amount of such Lender’s Revolving Credit Commitment at such time; provided that after giving effect to any Revolving Credit Borrowing, the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender’s Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C Obligations, plus such Lender’s Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Credit Commitment. Within the limits of each Lender’s Revolving Credit Commitments, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(b), prepay under Section 2.05, and reborrow under this Section 2.01(b). Revolving Credit Loans denominated in Dollars may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Alight Inc. / DE)

The Loans. (a) Subject to the terms and conditions set forth hereinin Section 4.01 hereof, each Initial Lender severally agrees to make loans to each the Borrower on the Closing Date (i) Loans (the “Initial A Loans”) denominated in Dollars in an aggregate principal amount not to exceed the amount listed opposite such Lender’s name on Schedule 2.01 hereto under the heading “Initial A Loan Commitment” and (ii) Loans (the “Initial B Loans”) denominated in Dollars in an aggregate principal amount not to exceed the amount listed opposite such Lender’s name on Schedule 2.01 hereto under the heading “Initial B Loan Commitment”. Amounts borrowed under Section 2.01(a) and repaid or prepaid may not be reborrowed. (b) Upon the satisfaction or waiver of the Revolving Borrowers conditions precedent specified in Section 4.02, and, if applicable, the Delayed Draw Escrow Agreement, each Lender with a Delayed Draw Commitment severally agrees to make a loan (the “Delayed Draw Loan”) to the Borrower, and the Borrower hereby directs each Lender to pay to the Delayed Draw Escrow Agent, in Dollars, an aggregate principal amount equal to the amount listed opposite such loanLender’s name on Schedule 2.01 hereto under the heading “Delayed Draw Commitment”. The Borrower may only make one Borrowing under the Delayed Draw Commitment, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, which shall be advanced on any Business Day during the period from the Business Day immediately following the Closing Date until the Delayed Draw Commitment Expiration Date (the “Delayed Draw Availability Period, ”). Amounts borrowed under this Section 2.01(b) and repaid or prepaid may not be reborrowed. The Borrowing of the Delayed Draw Loan shall be in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an principal amount equal to its Pro Rata Share the full undrawn portion of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters Delayed Draw Commitment. Upon the Borrowing of Credit for the account Delayed Draw Loan, the Delayed Draw Commitment of Subsidiary Swingline Borrowers which have not been reimbursed on each Lender shall be permanently reduced by the Honor Date amount so funded by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)Lender, in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) and upon the Total Outstandings shall not exceed Delayed Draw Commitment Expiration Date the Aggregate Commitments, (ii) the aggregate Outstanding Amount Delayed Draw Commitments of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender Lenders shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject be reduced to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinzero.

Appears in 1 contract

Samples: Credit Agreement (Babcock & Wilcox Enterprises, Inc.)

The Loans. (a) The Restatement Effective Date Term Loan Borrowings. Subject to the terms and conditions set forth herein: (i) Each Converting Term Lender severally agrees that its Converting Term Loans are hereby converted to a like principal amount of Restatement Effective Date Term Loans on the Restatement Effective Date. All accrued and unpaid interest on the Converting Term Loans to, each but not including, the Restatement Effective Date shall be payable on the Restatement Effective Date, but no amounts under Section 3.05 shall be payable in connection with such conversion (ii) Each Term Lender (other than the Converting Term Lenders) severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") Restatement Effective Date Term Loans denominated in Dollars or in one or more Alternative Currencies from time to time, the Borrower on any Business Day during the Availability Period, Restatement Effective Date in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender's ’s Restatement Effective Date Term Commitment; provided, however, that after giving effect to any Borrowing, (i) . The Borrower shall prepay the aggregate Outstanding Amount principal amount of all Revolving the Non-Converting Term Loans with a portion of the aggregate gross proceeds of such Restatement Effective Date Term Loans, plus concurrently with the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations)receipt thereof. All accrued and unpaid interest on the Non-Converting Term Loans to, plus but not including, the Assumed Swingline Loan Amount Restatement Effective Date shall not exceed be payable on the Aggregate Commitments Restatement Effective Date, and (ii) the aggregate Outstanding Amount of the Revolving Loans of Borrower will make any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject payments required under Section 3.05 with respect to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Non-Converting Term Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and therewith. (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(a) and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving Restatement Effective Date Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. (b) The Revolving Credit Borrowings. Subject to the terms and conditions set forth herein each Revolving Credit Lender severally agrees to make revolving credit loans denominated in Dollars to the Borrower from its applicable Lending Office (each such loan, a “Revolving Credit Loan”) from time to time as elected by the Borrower pursuant to Section 2.02, on any Business Day until the Maturity Date with respect to such Revolving Credit Lender’s applicable Revolving Credit Commitment, in an aggregate Principal Amount not to exceed at any time outstanding the amount of such Lender’s Revolving Credit Commitment at such time; provided that after giving effect to any Revolving Credit Borrowing, the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender’s Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C Obligations, plus such Lender’s Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all Swing Line Loans shall not exceed such Lender’s Revolving Credit Commitment. Within the limits of each Lender’s Revolving Credit Commitments, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(b), prepay under Section 2.05, and reborrow under this Section 2.01(b). Revolving Credit Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Summit Materials, LLC)

The Loans. (a) Subject to the terms and conditions set forth herein, on the Effective Date, each Lender severally agrees agreed to make continue certain term loans to each of (the Revolving Borrowers (each such loan, a "Revolving Loan"“Initial Loans”) in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of set forth opposite such Lender's ’s name in Schedule 2.01(a) (such amount being referred to herein as such Lender’s “Initial Commitment; provided”). For the avoidance of doubt, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount as of the Revolving Loans Tenth Amendment Effective Date, the Initial Commitment of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations each Lender shall be $0. (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject b) Subject to the terms and conditions set forth hereinherein and in the Second Amendment, on the Second Amendment Effective Date, each Lender severally agrees to make Revolving 2021 Term Loans (without application of the Assumed Swingline Loan Amount) in an aggregate principal amount equal to its Pro Rata Share 2021 Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Revolving Loans made Tenth Amendment Effective Date, the 2021 Term Loan Commitment of each Lender shall be $0. (c) Subject to refinance Swingline Loans the terms and conditions set forth herein and in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed Third Amendment, on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)Third Amendment Effective Date, in each case, Lender agrees to make 2021 Additional Term Loans in an aggregate principal amount not equal to exceed its 2021 Additional Term Loan Commitment as set forth opposite such Lender's Commitment; provided’s name in Schedule 2.01(a). For the avoidance of doubt, howeveras of the Tenth Amendment Effective Date, that after giving effect the 2021 Additional Term Loan Commitment of each Lender shall be $0. (d) Subject to any the terms and conditions set forth herein and in the Fourth Amendment, on the Fourth Amendment Effective Date, each Lender agrees to make 2021 New Term Loans in an aggregate principal amount equal to its 2021 New Term Loan Commitment as set forth opposite such BorrowingLender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Tenth Amendment Effective Date, the 2021 New Term Loan Commitment of each Lender shall be $0. (e) Subject to the terms and conditions set forth herein and in the Fifth Amendment, on the Fifth Amendment Effective Date, each Lender agrees to make 2021 October New Term Loans in an aggregate principal amount equal to its 2021 October New Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Tenth Amendment Effective Date, the 2021 October New Term Loan Commitment of each Lender shall be $0. (f) Subject to the terms and conditions set forth herein and in the Sixth Amendment, on the Sixth Amendment Effective Date, each Lender agrees to make Sixth Amendment Term Loans in an aggregate principal amount equal to its Sixth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Tenth Amendment Effective Date, the Sixth Amendment Term Loan Commitment of each Lender shall be $0. (g) Subject to the terms and conditions set forth herein and in the Seventh Amendment, on the Seventh Amendment Effective Date, each Lender agrees to make Seventh Amendment Term Loans in an aggregate principal amount equal to its Seventh Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Tenth Amendment Effective Date, the Seventh Amendment Term Loan Commitment of each Lender shall be $0. (h) Subject to the terms and conditions set forth herein and in the Eighth Amendment, on the Eighth Amendment Effective Date, each Lender agrees to make Eighth Amendment Term Loans in an aggregate principal amount equal to its Eighth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Tenth Amendment Effective Date, the Eighth Amendment Term Loan Commitment of each Lender shall be $0. (i) Subject to the terms and conditions set forth herein and in the Ninth Amendment, on the Ninth Amendment Effective Date, each Lender agrees to make Ninth Amendment Term Loans in an aggregate principal amount equal to its Ninth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Tenth Amendment Effective Date, the Ninth Amendment Term Loan Commitment of each Lender shall be $0. (j) Subject to the terms and conditions set forth herein and in the Tenth Amendment, on the Tenth Amendment Effective Date, each Lender agrees to make Tenth Amendment Term Loans in an aggregate principal amount equal to its Tenth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). (k) Amounts borrowed under this Section 2.01 and repaid or prepaid may not be re-borrowed. (l) All the outstanding principal amount of (i) the Total Outstandings Last Out Loans, together with all accrued and unpaid interest thereon, and any fees and other amounts payable hereunder, shall not exceed be due and payable on the Aggregate Commitments, earlier of (iix) the aggregate Outstanding Amount Last Out Maturity Date and (y) the date of the acceleration of the Loans pursuant to Section 8.02. (m) All the outstanding principal amount of the First Out Loans, together with all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitmentaccrued and unpaid interest thereon, and any fees and other amounts payable hereunder, shall be due and payable on the earlier of (iiix) the Outstanding Amount First Out Maturity Date and (y) the date of all Subsidiary L/C Obligations the acceleration of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject pursuant to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein8.02.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Bright Mountain Media, Inc.)

The Loans. (a) Subject to the terms and conditions set forth herein, (i) each Term Loan Lender severally agrees to make a loan (a “Term Loan”) to the Borrower (or, pursuant to the immediately succeeding sentence, agrees to convert all or a portion of such Lender’s term loans to each of held under the Revolving Borrowers Existing Credit Agreement (each such loan, an “Existing Term Loan”) into a "Revolving Loan"Term Loan hereunder) in Dollars or in one or more Alternative Currencies from time to timeDollars, on any Business Day during the Availability Period, Effective Date in an aggregate principal amount not to exceed at any time outstanding such Term Loan Lender’s Applicable Percentage of the Term Loan Facility (excluding the Delayed Draw Term Loan Commitments), and (ii) each Lender holding a Delayed Draw Term Loan Commitment severally agrees to make, in Dollars during the Delayed Draw Term Loan Commitment Period, a delayed draw term loan which shall be a Term Loan hereunder (a “Delayed Draw Term Loan”) to the Borrower in an aggregate principal amount not to exceed such Term Loan Lender’s Applicable Percentage of such Lender's the Delayed Draw Term Loan Commitment; provided, however, that after giving effect to any Term Loan Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Total Term Loan Amount Outstandings shall not exceed the Aggregate Commitments Term Loan Facility and (ii) the aggregate Outstanding Amount of the Revolving Terms Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's ’s Term Loan Commitment. In connection with the making of Term Loans on the Effective Date pursuant to the immediately preceding sentence, any Lender that is a lender under the Existing Credit Agreement shall make all or any portion of such Lender’s Term Loan by converting all of the outstanding principal amount of any Existing Term Loan held by such Lender into a Term Loan in a principal amount equal to the aggregate principal amount of the Existing Term Loans so converted (each such Existing Term Loan, a “Converted Existing Term Loan”). On the Effective Date, the Converted Existing Term Loans shall be converted for all purposes of this Agreement into Term Loans, and (iii) the Outstanding Amount Administrative Agent shall record in the Register the aggregate amounts of all Subsidiary L/C Obligations Converted Existing Term Loans into Term Loans. Each Term Loan Borrowing shall consist of such Subsidiary Swingline Borrower, plus Term Loans made simultaneously by the Outstanding Amount Term Loan Lenders in accordance with their respective Applicable Percentage of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitthe Term Loan Facility. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(a) and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Delayed Draw Term Loan Commitments not drawn on or prior to the Delayed Draw Term Loan Commitment Termination Date (or, if earlier, the Acquisition Effective Date), shall expire immediately after such date. Term Loan Commitments (other than Delayed Draw Term Loan Commitments) not drawn on the Effective Date shall expire immediately after such date.

Appears in 1 contract

Samples: Credit Agreement (Peabody Energy Corp)

The Loans. (a) Subject to the terms and conditions set forth herein, each Lender with an Initial Term Commitment severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") single loan denominated in Dollars or in one or more Alternative Currencies from time (the “Initial Term Loans”) to time, the Borrower on any Business Day during the Availability Period, Closing Date in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's ’s Initial Term Commitment. Notwithstanding The initial Borrowing under this Section 2.01(a) shall consist of Initial Term Loans made simultaneously by the foregoing sentenceLenders in accordance with their respective Commitments. Amounts borrowed under this Section 2.01(a) or otherwise pursuant to this Agreement and subsequently repaid or prepaid may not be reborrowed. Loans may be Base Rate Loans or Eurodollar Rate Loans as further provided herein. (b) After the Closing Date, subject to and upon the terms and conditions set forth herein, each Lender with a Commitment (other than an Initial Term Commitment) with respect to any Tranche of Term Loans (other than Initial Term Loans) severally agrees to make Revolving Loans (without application of a Term Loan denominated in Dollars under such Tranche to the Assumed Swingline Loan Amount) Borrowers in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided’s Commitment under such Tranche on the date of incurrence thereof, however, that after giving effect which Term Loans under such Tranche shall be incurred pursuant to any a single drawing on the date set forth for such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitincurrence. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Such Term Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, Loans as further provided herein. Once repaid, Term Loans incurred hereunder may not be reborrowed (it being understood, however, that prepayments will be taken into account for purposes of any Prepayment-Based Incremental Facility to the extent provided by Section 2.16).

Appears in 1 contract

Samples: Term Loan Credit Agreement (CommScope Holding Company, Inc.)

The Loans. Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one the First Amendment or, the Second Amendment or more Alternative Currencies from time to timethe Third Amendment, on any Business Day during as applicable: (a) On the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth hereinRestatement Effective Date, each Lender severally agrees to make Revolving to the Borrower Term B Loans (without application of the Assumed Swingline Loan Amount) denominated in an Dollars in a principal amount equal to such Lender’s Term B Commitment on (and as of) the Restatement Effective Date. (b) On the First Amendment Effective Date, each Lender severally agrees to make to the Borrower Incremental 2014 Term Loans denominated in Dollars in a principal amount equal to such Lender’s Incremental 2014 Term Commitment on (and as of) the First Amendment Effective Date. (c) On the Initial Second Amendment Effective Date, (A) each Lender holding Term B Loans that is a 2016 Converting Replacement Term B-1 Loan Lender severally agrees that, without further action by any party to this Agreement, a portion of such Lender’s Term B Loans equal to such Lender’s Allocated Replacement Term B-1 Loan Conversion Amount shall automatically be converted into a 2016 Converted Replacement Term B-1 Loan to the Borrower in Dollars and in like principal amount, (B) each 2016 New Replacement Term B-1 Loan Lender severally agrees to make a 2016 New Replacement Term B-1 Loan to the Borrower on the Initial Second Amendment Effective Date denominated in Dollars in a principal amount not to exceed its Pro Rata Share 2016 New Replacement Term B-1 Loan Commitment, (C) each Lender holding Incremental 2014 Term Loans that is a 2016 Converting Replacement Term B-2 Loan Lender severally agrees that, without further action by any party to this Agreement, a portion of such Lender’s Incremental 2014 Term Loans equal to such Lender’s Allocated Replacement Term B-2 Loan Conversion Amount shall automatically be converted into a 2016 Converted Replacement Term B-2 Loan to the Borrower in Dollars and in like principal amount and (D) each 2016 New Replacement Term B-2 Loan Lender severally agrees to make a 2016 New Replacement Term B-2 Loan to the Borrower on the Initial Second Amendment Effective Date denominated in Dollars in a principal amount not to exceed its 2016 New Replacement Term B-2 Loan Commitment. Immediately following the incurrence of the Revolving 2016 Replacement Term B-1 Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)2016 Replacement Term B-2 Loans, in each case, on the Initial Second Amendment Effective Date (and the application of the proceeds thereof as provided in an aggregate Section 4(a)(vi) of the Second Amendment), all such 2016 Replacement Term B-2 Loans shall be converted into 2016 Replacement Term B-1 Loans pursuant to the 2016 Replacement Term Loan Conversion. (d) On the Third Amendment Effective Date, (A) each Lender holding 2016 Replacement Term B-1 Loans that is a 2018 Converting Replacement Term B Loan Lender severally agrees that, without further action by any party to this Agreement, a portion of such Lender’s 2016 Replacement Term B-1 Loans equal to such Lender’s Allocated 2018 Replacement Term B Loan Conversion Amount shall automatically be converted into a 2018 Converted Replacement Term B Loan to the Borrower in Dollars and in like principal amount and (B) each 2018 New Replacement Term B Loan Lender severally agrees to make a 2018 New Replacement Term B Loan to the Borrower on the Third Amendment Effective Date denominated in Dollars in a principal amount not to exceed such Lender's its 2018 New Replacement Term B Loan Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Michaels Companies, Inc.)

The Loans. (a) Subject to the terms and conditions set forth herein, each Lender severally agrees to make a single loan (a “Term Loan”) to the Company in Dollars on the Closing Date and in an amount not to exceed such Lender’s Term Commitment, if any, on the Closing Date (each such Lender, a “Term Lender”). The Term Borrowing made on the Closing Date shall consist of Term Loans made simultaneously by the Term Lenders ratably according to their Term Commitments. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. (b) Subject to the terms and conditions set forth herein, each Lender severally agrees to make revolving credit loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies to the Company from time to timetime in Dollars, on any Business Day during the Availability PeriodPeriod for Revolving Loans, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's ’s Revolving Commitment, if any (each such Lender, a “Revolving Lender”); provided, however, that after giving effect to any Revolving Borrowing, (i) the Total Revolving Outstandings shall not exceed the Revolving Commitments, and (ii) each Lender’s Applicable Percentage of the aggregate Outstanding Revolving Amount of all the Revolving Loans, plus such Lender’s Applicable Percentage of the aggregate Outstanding Revolving Amount of all L/C Obligations (excluding Subsidiary L/C Obligations)plus, plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share ’s Applicable Percentage of the Outstanding Revolving Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), Swing Line Loans plus such Lender's Pro Rata Share Lenders Applicable Percentage of the Assumed Swingline Loan Outstanding Revolving Amount of all Alternative Currency Loans shall not exceed such Lender's ’s Revolving Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Revolving Lender's ’s Commitment, and subject to the other terms and conditions hereof, the Borrowers Company may borrow under this Section 2.012.01(c), prepay under Section 2.052.06, and reborrow under this Section 2.01. Revolving 2.01(c). (c) Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Global Power Equipment Group Inc/)

The Loans. (a) Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject available to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Borrower a Borrowing of Loans on the Closing Date (without application of the Assumed Swingline Loan Amount“Initial Loans”) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's ’s Commitment; provided, however, that after giving effect to any such Borrowing, (i) . The Borrowing shall consist of Initial Loans made simultaneously by the Total Outstandings shall not exceed the Aggregate Lenders in accordance with their respective Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01 and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving Initial Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, Loans as further provided herein. (b) (i) each Cashless Option Lender agrees to exchange its Initial Loans for a like principal amount of Term B-1 Loans on the Amendment No. 1 Effective Date, (ii) the Additional Term B-1 Lender agrees to make Additional Term B-1 Loans to the Borrower on the Amendment No. 1 Effective Date in a principal amount not to exceed its Additional Term B-1 Commitment on the Amendment No. 1 Effective Date and the Borrower shall prepay all Initial Loans of Non-Exchanging Lenders with the gross proceeds of the Additional Term B-1 Loans, (iii) the Term B-1 Loans are established pursuant to Section 2.15 and Amendment No. 1 which, for the avoidance of doubt, constitutes an Additional Credit Extension Amendment and (iv) the initial Interest Period for the Term B-1 Loans shall be as set forth in Section 2 of Amendment No. 1. (c) (i) each Amendment No. 3 Cashless Option Lender agrees to exchange its Term B-1 Loans for a like principal amount of Term B-2 Loans on the Amendment No. 3 Effective Date, (ii) the Additional Term B-2 Lender agrees to make Additional Term B-2 Loans to the Borrower on the Amendment No. 3 Effective Date in a principal amount not to exceed its Additional Term B-2 Commitment on the Amendment No. 3 Effective Date and the Borrower shall prepay all Term B-1 Loans of Amendment No. 3 Non-Exchanging Lenders with the gross proceeds of the Additional Term B-2 Loans, (iii) the Term B-2 Loans are established pursuant to Section 2.15 and Amendment No. 3 which, for the avoidance of doubt, constitutes an Additional Credit Extension Amendment and (iv) the initial Interest Period for the Term B-2 Loans shall be as set forth in Section 2 of Amendment No. 3.

Appears in 1 contract

Samples: Amendment Agreement (Polyone Corp)

The Loans. SECTION 2.01. Term Loan Commitments and Revolving Credit Commitments. (a) The Lenders made "Term Loans" on the First Amended and Restated Closing Date to (i) Chock in the aggregate amount of $11,000,000, (ii) Cxxx'x in the aggregate amount of $2,200,000, (iii) Bxxxxxxxxx in the aggregate amount of $3,000,000, (iv) Chock Realty in the aggregate amount of $2,300,000 and (v) Hillside Coffee of California, Inc. in the aggregate amount of $1,500,000 (Chock, Cain's, Bxxxxxxxxx and Chock Realty each a "Term Loan Borrower" and, collectively, the "Term Loan Borrowers"). The aggregate outstanding principal amount of the "Term Loans" under the First Amended and Restated Loan Agreement on the Closing Date was $10,000,000. Upon the satisfaction of the conditions on the Closing Date in accordance with Section 5.03 hereof, the interest of the Lenders in "Term Loans" outstanding under the First Amended and Restated Credit Agreement shall become and be for all purposes Term Loans made by the Lenders hereunder, subject to their respective Term Loan Commitments set forth on Schedule 2.01(a) hereto and evidenced by the Term Notes payable to each issued on the First Amended and Restated Closing Date which shall be deemed for all purposes hereunder Term Notes issued pursuant to this Agreement. (b) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender Lender, severally and not jointly, agrees to make loans Revolving Credit Loans to each of the Revolving Borrowers (each such loanLoan Borrowers, a "Revolving Loan") in Dollars or in one or more Alternative Currencies at any time and from time to timetime from the date hereof to the Revolving Credit Termination Date, on any Business Day during or until the Availability Periodearlier termi- nation of its Revolving Credit Commitment in accordance with the terms hereof, in an aggregate principal amount not to exceed at any time outstanding not to exceed the amount of such Lender's CommitmentRevolving Credit Commitment set forth opposite its name in Schedule 2.01(b) annexed hereto, as such Revolving Credit Commitment may be reduced from time to time in accordance with the provisions of this Agreement including, without limitation, Section 2.01(b-1) hereof. Notwithstanding the foregoing, but subject in any event to the provisions contained in Section 2.01(c) below, and the limitations contained in Sections 2.01 (b-1) and (d) below, the aggregate amount of Revolving Credit Loans outstanding at any time to (A) Chock shall not exceed (I) an amount (the "Chock Borrowing Base") equal to the sum of (i) 80% of the Net Amount of Eligible Receivables of Chock, plus (ii) 60% of the Net Amount of Eligible Inventory of Chock, minus (II) the Letter of Credit Usage at such time which shall not in any event exceed $6,000,000 at any time, (B) Cxxx'x shall not exceed an amount (the "Cxxx'x Borrowing Base") equal to the sum of (i) 80% of the Net Amount of Eligible Receivables of Cxxx'x, plus (ii) 60% of the Net Amount of Eligible Inventory of Cxxx'x, and (C) Quikava (each Revolving Credit Loan to Quikava referred to herein from time to time as a "Quikava Advance") shall not exceed an amount (the "Quikava Borrowing Base" and together with the Chock Borrowing Base and Cxxx'x Borrowing Base, the "Borrowing Base") equal to the lesser of (I) $2,500,000 and (II) the sum of (i) 80% of the Net Amount of Eligible Receivables of Quikava, plus (ii) 60% of the Net Amount of Eligible Inventory of Quikava, minus (iii) amounts outstanding at such time under Section 7.06(i) hereof; provided, however, that after giving in no event shall the aggregate of all Revolving Credit Loans at any time outstanding exceed the Borrowing Base minus (x) $2,000,000 and minus (y) the Letter of Credit Usage at such time; provided, further, that in no event shall the aggregate amount of Revolving Credit Loans at any time made against the Net Amount of Eligible Inventory exceed $32,500,000. Upon the making of the Revolving Credit Loans on the Closing Date in accordance with Section 5.03, the interest of the Lenders in the "Revolving Credit Loans" outstanding under the First Amended and Restated Credit Agreement shall become and be for all purposes Revolving Credit Loans made by the Lenders hereunder subject to their respective Revolving Credit Commitments set forth on Schedule 2.01(b), evidenced by the Revolving Credit Notes payable to each. The Chock Borrowing Base and Cxxx'x Borrower Base shall be computed monthly (or more frequently in the discretion of the Agent) (provided, however, that with respect to finished goods inventory and packaging supplies inventory, the computations shall be as of the last day of the month just ended) and a compliance certificate from a Responsible Officer of Chock presenting such computation will be delivered to the Agent in accordance with Section 6.05 hereof; the computation provided in such certificate shall include a breakdown for each of Chock and Cxxx'x. The Agent shall have the right in its discretion to require that a Quikava Borrowing Base be computed and compliance certificate be delivered to the Agent, in each case in accordance with the prior sentence. (b-1) Notwithstanding anything to the contrary set forth herein, it is hereby agreed that the Total Revolving Credit Commitment shall be automatically and permanently reduced, pro rata among the Lenders, on December 31, 1996 (the "Line Expiration Date") by the amount of $20,000,000 (the "Line Amount") and Schedule 2.01(b) hereto shall be deemed amended to give effect thereto. If at any time prior to any Borrowingthe Line Expiration Date, the sum of (i) Term Loans outstanding, (ii) Letter of Credit Usage and (iii) Revolving Credit Loans outstanding, shall exceed $20,000,000, then all amounts in excess of $20,000,000 shall be deemed to be Revolving Credit Loans outstanding under the Line Amount (sometimes referred to herein as "Line Revolving Credit Loans"). On the Line Expiration Date, the Borrowers shall prepay so much of the Revolving Credit Loans as shall be necessary in order that the aggregate principal amount of the Revolving Credit Loans outstanding, plus the Letter of Credit Usage, plus the Term Loans outstanding shall not exceed the lesser of (i) the aggregate Outstanding Total Revolving Credit Commitment following such reduction by the Line Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of Borrowing Base minus the Revolving Loans of any LenderAvailability Reserve. (c) (i) In addition to reductions, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations)if any, plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(eclauses (ii) and to refinance drawings under Letters (iii) of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(cthis paragraph (c), if the average of the Receivable Turnover during any three consecutive months shall exceed 40 days, the advance rate set forth in each case, in an aggregate amount not to of clauses(A)(I)(i) and (B)(i) of Section 2.01(b) above shall be reduced by one percent (1%) for each day by which the average shall exceed such Lender's Commitment40 days; provided, however, that after giving effect such reduction in the advance rate shall be reversed to any such Borrowing, the extent that the average (irounded to the nearest whole number) of the Total Outstandings shall not exceed Receivable Turnover at the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans end of any Lendertwo (2) consecutive periods of three (3) months, plus results in a reduction in the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinadvance rate less than that presently in effect.

Appears in 1 contract

Samples: Credit Agreement (Chock Full O Nuts Corp)

The Loans. (a) The Borrowings. (i) (ts) On the Closing Date, pursuant to the Restatement Agreement (whether by way of exchange of existing extensions of credit under the Existing Credit Agreement or by way of new extensions of credit) each Term Lender severally agrees to make Term B Loans available to the Borrower on the Closing Date in accordance with the Commitment of such Term Lender, (ut) upon the terms and subject to the conditions set forth in the First Amendment, each 2019 Incremental Lender severally agrees to make 2019 Incremental Loans in Dollars to the Borrower on the First Incremental Facility Closing Date in an aggregate amount not to exceed the amount of such 2019 Incremental Lender’s 2019 Incremental Commitment, (vu) subject to the terms and conditions set forth in the Second Amendment and this Agreement (as amended thereby), (1) each New 2020 Replacement Term Loan Lender severally agrees to make to the Borrower on the Second Amendment Closing Date New 2020 Replacement Term Loans in an aggregate amount not to exceed the amount of such New 2020 Replacement Term Loan Lender’s 2020 Replacement Term Loan Commitment, (2) each 2020 Converting Term Lender severally agrees, that, pursuant to the 2020 Replacement Term Loan Conversion, without any further action by any party to this Agreement, the portion of such 2020 Converting Term Lender’s Term B Loans equal to such 2020 Converting Term Lender’s 2020 Replacement Term Loan Conversion Amount shall automatically be converted into 2020 Replacement Term Loans in a like principal amount on the Second Amendment Closing Date and (3) each 2020 Converting Incremental Lender severally agrees, that, pursuant to the 2020 Replacement Incremental Loan Conversion, without any further action by any party to this Agreement, the portion of such 2020 Converting Incremental Lender’s 2019 Incremental Loans equal to such 2020 Converting Incremental Lender’s 2020 Replacement Incremental Loan Conversion Amount shall automatically be converted into 2020 Replacement Incremental Loans in a like principal amount on the Second Amendment Closing Date (such term loans made by the New 2020 Replacement Term Loan Lenders, the 2020 Converting Term Lenders and the 2020 Converting Incremental Lenders, collectively, the “2020 Replacement Term Loans”), (wv) upon the terms and subject to the conditions set forth in the Fourth Amendment, each 2021 Incremental Lender severally agrees to make 2021 Incremental Loans in Dollars to the Borrower on the Fourth Incremental Facility Closing Date in an aggregate amount not to exceed the amount of such 2021 Incremental Lender’s 2021 Incremental Commitment, (xw) upon the terms and subject to the conditions set forth in the Fifth Amendment, each 2022 Incremental Lender severally agrees to make 2022 Incremental Loans in Dollars to the Borrower on the Fifth Incremental Facility Closing Date in an aggregate amount not to exceed the amount of such 2022 Incremental Lender’s 2022 Incremental Commitment, (yx) upon the terms and subject to the conditions set forth in the Sixth Amendment, the 2022-2 Incremental Lender agrees to make 2022 Incremental Loans in Dollars to the Borrower on the Sixth Incremental Facility Closing Date in an aggregate amount not to exceed the amount of the 2022-2 Incremental Lender’s 2022-2 Incremental Commitment and, (zy) subject to the terms and conditions set forth in the Eighth Amendment and this Agreement (as amended thereby), (1) each New 2023 Replacement Term Loan Lender severally agrees to make to the Borrower on the Eighth Amendment Closing Date New 2023 Replacement Term Loans in an aggregate amount not to exceed the amount of such New 2023 Replacement Term Loan Lender’s 2023 Replacement Term Loan Commitment and (2) each 2023 Converting Incremental Lender severally agrees, that, pursuant to the 2023 Replacement Incremental Loan Conversion, without any further action by any party to this Agreement, the portion of such 2023 Converting Incremental Lender’s 2022-2 Incremental Loans equal to such 2023 Converting Incremental Lender’s 2023 Replacement Incremental Loan Conversion Amount shall automatically be converted into 2023 Replacement Incremental Loans in a like principal amount on the Eighth Amendment Closing Date (such term loans made by the New 2023 Replacement Term Loan Lenders and the 2023 Converting Incremental Lenders, collectively, the “2023 Replacement Term Loans”) and (z) upon the terms and subject to the conditions set forth in the Ninth Amendment, the 2024 Incremental Lender severally agrees to make 2024 Incremental Loans in Dollars to the Borrower on the Ninth Amendment Closing Date in an aggregate amount not to exceed the amount of such 2024 Incremental Lender’s 2024 Incremental Commitment. No costs shall be payable under Section 3.05 in connection with the transactions consummated under this Section 2.01. (ii) Subject to the terms and conditions set forth hereinin any Incremental Amendment or Refinancing Amendment providing for, as applicable, the making, exchange, renewal, replacement or refinancing of Term Loans, each Term Lender party thereto severally agrees to make loans to each of to, as applicable, make, exchange, renew, replace or refinance Term Loans on the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, date specified therein in an aggregate amount not to exceed at any time outstanding the amount of such Term Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions ’s Commitment as set forth hereintherein. Amounts borrowed, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)exchanged, in each caserenewed, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow replaced or refinanced under this Section 2.01, prepay under Section 2.05, 2.01(a) and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving Term Loans may be Base Rate Loans or Eurocurrency Rate SOFR Loans, as further provided herein. (b) [Reserved].

Appears in 1 contract

Samples: Term Loan Credit Agreement (BRP Inc.)

The Loans. (a) Subject to the terms and conditions set forth herein, on the Effective Date, each Lender severally agrees agreed to make continue certain term loans to each of (the Revolving Borrowers (each such loan, a "Revolving Loan"“Initial Loans”) in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of set forth opposite such Lender's ’s name in Schedule 2.01(a) (such amount being referred to herein as such Lender’s “Initial Commitment; provided”). For the avoidance of doubt, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount as of the Revolving Loans Third Amendment Effective Date, the Initial Commitment of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations each Lender shall be $0. (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject b) Subject to the terms and conditions set forth hereinherein and in the Second Amendment, on the Second Amendment Effective Date, each Lender severally agrees to make Revolving 2021 Term Loans (without application of the Assumed Swingline Loan Amount) in an aggregate principal amount equal to its Pro Rata Share 2021 Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Revolving Loans made Third Amendment Effective Date, the 2021 Term Loan Commitment of each Lender shall be $0. (c) Subject to refinance Swingline Loans the terms and conditions set forth herein and in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed Third Amendment, on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)Third Amendment Effective Date, in each case, Lender agrees to make 2021 Additional Term Loans in an aggregate principal amount not equal to exceed its 2021 Additional Term Loan Commitment as set forth opposite such Lender's Commitment; provided’s name in Schedule 2.01(a). For the avoidance of doubt, howeveras of the Fourth Amendment Effective Date, that after giving effect the 2021 Additional Term Loan Commitment of each Lender shall be $0. (d) Subject to any the terms and conditions set forth herein and in the Fourth Amendment, on the Fourth Amendment Effective Date, each Lender agrees to make 2021 New Term Loans in an aggregate principal amount equal to its 2021 New Term Loan Commitment as set forth opposite such Borrowing, Lender’s name in Schedule 2.01(a). (e) Amounts borrowed under this Section 2.01 and repaid or prepaid may not be re-borrowed. (f) All the outstanding principal amount of (i) the Total Outstandings Initial Loans, together with all accrued and unpaid interest thereon, and any fees and other amounts payable hereunder, shall not exceed be due and payable on the Aggregate Commitments, earlier of (x) the Initial Loan Maturity Date and (y) the date of the acceleration of the Loans pursuant to Section 8.02 and (ii) the aggregate Outstanding Amount 2021 Loans, together with all accrued and unpaid interest thereon, shall be due and payable on the earlier of all Loans of any Lender, plus (x) the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, 2021 Term Loan Maturity Date and (iiiy) the Outstanding Amount date of all Subsidiary L/C Obligations the acceleration of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject pursuant to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein8.02.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Bright Mountain Media, Inc.)

The Loans. SECTION 2.01. Reducing Revolver Commitments and Revolving Credit Commitments; Reallocation of Commitments. (a) On the Closing Date, each Lender, if any, whose relative proportion of its Commitment hereunder is increasing over the proportion of the Commitment held by it prior to the Closing Date shall, by assignments from the Lenders which were parties to the Existing Credit Agreement prior to the Closing Date of this Agreement (the "Existing Lenders") (which assignments shall be deemed to occur hereunder automatically, and without any requirement for additional documentation, on the Closing Date) acquire a portion of the Loans and Commitments (as both terms are defined in the Existing Credit Agreement) of the Existing Lenders so designated in such amounts, and the Lenders shall, through the Agent, make such other adjustments among themselves as shall be necessary so that after giving effect to assignments and adjustments, the Lenders shall hold all Loans (as defined in the Existing Credit Agreement) outstanding under the Existing Credit Agreement ratably in accordance with their respective Commitments as reflected on Schedule 2.01(a) and Schedule 2.01(b), respectively. On the Closing Date, all Interest Periods under and as defined in the Existing Credit Agreement in respect of any Eurodollar Loans under and as defined in the Existing Credit Agreement shall automatically be terminated (and the Borrower shall on the Closing Date make payments to the Existing Lenders that held such Eurodollar Loans under Section 2.09 and Section 2.12 of the Existing Credit Agreement to compensate for such termination as if such termination were a payment or prepayment referred to in said Sections 2.09 and 2.12), and subject to the other restrictions contained herein, the Borrower shall be permitted to continue such Eurodollar Loans or to convert such Eurodollar Loans into Alternate Base Loans hereunder. (b) The Agent shall notify each Lender of the amount of Loans required to be made by such Lender (if any) to the Borrower on the Closing Date, and of any other assignments or adjustments that the Agent deems necessary and advisable such that after giving effect to the transactions contemplated to occur on the Closing Date, each Lender's Commitment shall be in accordance with the Commitments set forth opposite its name on Schedule 2.01(a) and Schedule 2.01(b). Each Lender's Loans to the Borrower shall not exceed its pro rata portion of all Loans then outstanding to the Borrower, and the unused Commitments of all Lenders plus all outstanding Loans under and as defined in the Existing Credit Agreement, as amended hereby, shall not exceed the Total Commitment. Any such assignments shall be deemed to occur hereunder automatically on the Closing Date and without any requirement for additional documentation, and in the case of any such assignment, the assigning party shall be deemed to represent and warrant to each assignee that it has not created any adverse claim upon the interest being assigned and that such interest is free and clear of any adverse claim. Each Lender hereby agrees to give effect to the instructions of the Agent to such Lender contained in the notice described above. (c) Subject to the terms and conditions and relying upon the representations and warranties herein set forth hereinforth, each Lender Lender, severally and not jointly, agrees to make loans Reducing Revolver Loans to each of the Revolving Borrowers (each such loanBorrower, a "Revolving Loan") in Dollars or in one or more Alternative Currencies at any time and from time to time, on any Business Day during the Availability PeriodBorrower having the right to borrow, repay and reborrow, from the Closing Date to the Reducing Revolver Termination Date, in an aggregate principal amount not to exceed at any time outstanding not to exceed the amount of such Lender's Commitment; providedReducing Revolver Commitment then in effect set forth opposite its name in Schedule 2.01(a) hereto. If the unpaid amount of the Reducing Revolver Loans at any time exceeds the Total Reducing Revolver Commitment then in effect, howeverfor any reason including but not limited to the passage of time, that after giving effect Borrower shall make a paydown on the Reducing Revolver Loans in an amount sufficient to reduce the unpaid balance of the Reducing Revolver Loans to an amount no greater than the Total Reducing Revolver Commitment then in effect. Such mandatory paydown shall be accompanied by all accrued and unpaid interest on the amount prepaid. (d) Subject to the terms and conditions and relying upon the representations and warranties herein set forth, each Lender, severally and not jointly, agrees to make Revolving Credit Loans to the Borrower, at any Borrowingtime and from time to time, the Borrower having the right to borrow, repay and reborrow, from the Closing Date to the Revolving Credit Termination Date, in an aggregate principal amount at any time outstanding not to exceed the amount of such Lender's Revolving Credit Commitment set forth opposite its name in Schedule 2.01(b) hereto. Notwithstanding the foregoing, at no time shall the sum of (i) the aggregate Outstanding Amount principal amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments Credit Loans outstanding and (ii) the aggregate Outstanding Amount principal amount of Swingline Loans outstanding, exceed the Borrowing Base then in effect. If the unpaid amount of the Revolving Credit Loans of at any Lendertime exceeds the Borrowing Base then in effect, plus such Lender's Pro Rata Share of Borrower shall make a paydown on the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Credit Loans (without application of the Assumed Swingline Loan Amount) in an amount equal sufficient to its Pro Rata Share reduce the unpaid balance of the Revolving Credit Loans made to refinance Swingline Loans in accordance with Section 2.04(e) an amount no greater than the Borrowing Base. Such mandatory paydown shall be accompanied by all accrued and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed unpaid interest on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinprepaid.

Appears in 1 contract

Samples: Credit Agreement (Ace Cash Express Inc/Tx)

The Loans. Subject (a) Prior to the terms date hereof, (i) each 2015 Lender has made available to the Borrower (or subsequent to the making thereof, has acquired) a 2015 Loan, pursuant to the 2015 Credit Agreement, which 2015 Loan as of the Closing Date, prior to the effectiveness of the merger, amendment and conditions restatement contemplated hereby, has the principal amount set forth hereinopposite such 2015 Lender’s name in Section (a) of Annex I and (ii) each 2016 Lender has made available to the Borrower (or subsequent to the making thereof, each Lender severally agrees has acquired) a 2016 Loan, pursuant to make loans to each the 2016 Credit Agreement, which 2016 Loan as of the Revolving Borrowers Closing Date, prior to the effectiveness of the merger, amendment and restatement contemplated hereby, has the principal amount set forth opposite such 2016 Lender’s name in Section (each such loanb) of Annex I. (b) Effective as of the Closing Date, a "Revolving Loan") upon satisfaction of the conditions specified in Dollars or Article III, the parties hereto hereby agree to the merger, amendment and restatement of the Existing Credit Agreements on the terms set forth in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that this Agreement. Immediately after giving effect to any Borrowingsuch merger, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments amendment and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth hereinrestatement, each Lender severally agrees to make Revolving shall hold Loans (without application of the Assumed Swingline Loan Amount) in an aggregate outstanding principal amount equal to its Pro Rata Share the amount specified opposite the name of such Lender in Section (d) of Annex I. (c) All accrued and unpaid interest, fees and expenses under the Existing Credit Agreements shall be due and payable on the Closing Date. Notwithstanding anything to the contrary contained herein, the Borrower hereby agrees that the 2015 Administrative Agent, each 2015 Lender, the 2016 Administrative Agent and each 2016 Lender shall from and after the Closing Date continue to be entitled to any right to indemnity, reimbursement or recovery of funding losses under the Existing Credit Agreements with respect to facts and circumstances arising on or prior to the Closing Date. (d) The Borrower shall give the Administrative Agent irrevocable written notice of the Revolving Loans made proposed Closing Date (which notice must be received by the Administrative Agent prior to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed 11:00 a.m., New York City time, on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject second Business Day prior to the other terms and conditions hereofday the Borrower designates therein as the proposed Closing Date (the “Notice of Proposed Closing Date”)) substantially in the form of Exhibit B. Upon receipt of the Notice of Proposed Closing Date, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinAdministrative Agent shall promptly notify each Lender thereof.

Appears in 1 contract

Samples: Credit Agreement (Corpbanca/Fi)

The Loans. (a) The Initial Term Loan Borrowings. Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make to the Lead Borrower on the Closing Date loans denominated in Dollars in an aggregate principal amount not to each exceed the amount of such Txxx Xxxxxx’s Term Commitment. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Initial Term Loans may be Base Rate Loans or Eurocurrency RateTerm SOFR Loans, as further provided herein.; provided that as of the Amendment No. 2 Effective Date, any outstanding Initial Term Loans that are Eurocurrency Rate Loans (as defined by this Agreement prior to giving effect to Amendment No. 2) prior to giving effect to Amendment No. 2 will continue as Eurocurrency Rate Loans (in accordance with this Agreement prior to giving effect to Amendment No. 2) until the last day of the Interest Period applicable to such Loan (or the next following Business Day if such day is not a Business Day) and, to the extent it remains outstanding on such date, shall be available to be converted by the Borrower to a Term SOFR Loan or a Base Rate Loan. (b) The Revolving Credit Borrowings. Subject to the terms and conditions set forth herein each Revolving Credit Lender severally agrees to make revolving credit loans denominated in an Approved Currency to the Borrowers from its applicable Lending Office (each such loan, a "Revolving Credit Loan") in Dollars or in one or more Alternative Currencies from time to timetime as elected by the Borrowers pursuant to Section 2.02, on any Business Day during the Availability Periodperiod from the Closing Date until the Maturity Date with respect to such Revolving Credit Lender’s applicable Revolving Credit Commitment, in an aggregate amount Principal Amount not to exceed at any time outstanding the amount of such Lender's CommitmentLxxxxx’s Revolving Credit Commitment at such time; provided, however, provided that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender's ’s Pro Rata Share or other applicable share provided for under this Agreement of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's ’s Pro Rata Share or other applicable share provided for under this Agreement of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Swing Line Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency SublimitLxxxxx’s Revolving Credit Commitment. Within the limits of each Lender's Commitment’s Revolving Credit Commitments, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.012.01(b), prepay under Section 2.05, and reborrow under this Section 2.012.01(b). Revolving Credit Loans denominated in Dollars may only be Base Rate Loans or Eurocurrency Rate RateTerm SOFR Loans, as further provided herein.; provided that as of the Amendment No. 2 Effective Date, any outstanding Revolving Credit Loans that are Eurocurrency Rate Loans (as defined by this Agreement prior to giving effect to Amendment No. 2) prior to giving effect to Amendment No. 2 will continue as Eurocurrency Rate Loans (in accordance with this Agreement prior to giving effect to Amendment No. 2) until the last day of the Interest Period applicable to such Loan (or the next following Business Day if such day is not a Business Day) and, to the extent it remains outstanding on such date, shall be available to be converted by the Borrower to a Term SOFR Loan or a Base Rate Loan. (c) The Incremental Amendment No. 1 Term Loan Borrowings. Subject to the terms and conditions set forth herein and in Incremental Amendment No. 1, each Incremental Amendment No. 1 Term Lender severally agrees to make to the Borrower on the Incremental Amendment No. 1 Effective Date loans denominated in Dollars in an aggregate principal amount 4849-7283-2717 96

Appears in 1 contract

Samples: Credit Agreement (Bumble Inc.)

The Loans. Subject to the terms and conditions set forth herein, each Tranche B Term Loan Lender severally agrees to make term loans to each of the Revolving Borrowers (each such loan, a "“Tranche B Term Loan”) to any Term Loan Borrower on the Closing Date in Dollars in an aggregate amount of up to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Tranche B Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Subject to the terms and conditions set forth herein, (i) each Dollar Revolving Lender severally agrees to make revolving loans (each such loan, an “Initial Dollar Revolving Credit Loan") in Dollars or in one or more Alternative Currencies to each Revolving Credit Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed of up to, at any time outstanding outstanding, the amount of such Lender's ’s Dollar Revolving Credit Commitment and (ii) each Multicurrency Revolving Lender severally agrees to make revolving loans (each such loan, an “Initial Multicurrency Revolving Credit Loan”) in Dollars or an Alternative Currency to each Revolving Credit Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount of up to, at any time outstanding, the amount of such Lender’s Multicurrency Revolving Credit Commitment; provided, further, however, that (1) after giving effect to any Dollar Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Dollar Revolving Loans, plus the aggregate Outstanding Amount of all Credit Loans and L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Dollar Revolving Credit Commitments and (ii) the aggregate Outstanding Amount of the Dollar Revolving Credit Loans of any Lender, Dollar Revolving Lender plus such Dollar Revolving Lender's ’s Pro Rata Dollar Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations shall not exceed such Dollar Revolving Lender’s Dollar Revolving Credit Commitment, (2) after giving effect to any Multicurrency Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Multicurrency Revolving Credit Loans shall not exceed the Aggregate Multicurrency Revolving Credit Commitments, and (ii) the aggregate Outstanding Amount of the Multicurrency Revolving Credit Loans of any Multicurrency Revolving Lender shall not exceed such Multicurrency Revolving Lender's Commitment, ’s Multicurrency Revolving Credit Commitment and (iii3) after giving effect to any Revolving Credit Borrowing, the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower Total Outstandings shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitthe Total Revolving Credit Commitments. Within the limits of each Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Revolving Credit Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. Each Revolving Credit Borrowing (including any deemed Revolving Credit Borrowings made pursuant to Section 2.03) shall be allocated pro rata among the relevant Tranches. For the avoidance of doubt, any Multicurrency Revolving Credit Loans denominated in an Alternative Currency shall only be permitted to be borrowed as Eurocurrency Rate Loans.

Appears in 1 contract

Samples: Credit Agreement (Platform Specialty Products Corp)

The Loans. (a) Subject to the terms and conditions set forth herein, each Lender severally agrees to make a single loan (each such loan, a “Tranche A Term Loan”) to the Borrower on the Closing Date and in an amount not to exceed such Lender’s Tranche A Term Commitment, if any, on the Closing Date (each such Lender, a “Tranche A Term Lender”). The Tranche A Term Borrowing made on the Closing Date shall consist of Tranche A Term Loans made simultaneously by the Tranche A Term Lenders ratably according to their Tranche A Term Commitments. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. (b) Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies to the Borrower from time to time, on any Business Day during the Availability PeriodPeriod for Revolving Loans, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's ’s Revolving Commitment, if any (each such Lender, a “Revolving Lender”); provided, however, that after giving effect to any Revolving Borrowing, (i) the aggregate Outstanding Amount of all Total Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount Outstandings shall not exceed the Aggregate Commitments Revolving Commitments, and (ii) the aggregate Outstanding Revolving Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share ’s Applicable Percentage of the Outstanding Revolving Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share ’s Applicable Percentage of the Assumed Swingline Loan Outstanding Revolving Amount of all Swing Line Loans, without duplication, shall not exceed such Lender's ’s Revolving Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Revolving Lender's ’s Revolving Commitment, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow under this Section 2.012.01(b), prepay under Section 2.05, and reborrow under this Section 2.01. Revolving 2.01(b). (c) Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Adesa Inc)

The Loans. (a) The Initial Term Borrowings. On the Closing Date, each Term Lender that has an Initial Term Commitment agrees to make to the Borrowers a single loan denominated in Dollars in a principal amount equal to such Term Lender’s Initial Term Commitment on the Closing Date. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. The Initial Term Loans may be Base Rate Loans or Term SOFR Loans, as further provided herein. (b) The Revolving Credit Borrowings. Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make (or cause its Applicable Lending Office to make) loans to each of the Revolving Borrowers denominated in Dollars (each such loan, a "Revolving Credit Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during on or after the Availability PeriodClosing Date until the Maturity Date with respect to the Revolving Credit Facility (provided that each Revolving Credit Lender agrees to make the Initial Revolving Borrowing, at the request of the Borrowers, on the Closing Date), in an aggregate principal amount not to exceed at any time outstanding the amount of such Lender's Xxxxxx’s Revolving Credit Commitment; provided, however, provided that after giving effect to any such Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender's ’s Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Xxxxxx’s Pro Rata Share of the Assumed Swingline Loan Outstanding Amount of all Swing Line Loans shall not exceed such Lender's ’s Revolving Credit Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.012.01(b), prepay under Section 2.05, and reborrow under this Section 2.012.01(b). Revolving Credit Loans may be Base Rate Loans or Eurocurrency Rate Term SOFR Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement

The Loans. (a) Subject to the terms and conditions set forth herein, each Initial Term Loan Lender severally agrees to make term loans to each of the Revolving Borrowers (each such loan, a "an “Initial Term Loan”) to the Initial Borrower on the Closing Date in Dollars in the aggregate amount of such Term Loan Lender’s Term Loan Commitment. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans or Term SOFR Loans, as further provided herein. (b) Subject to the terms and conditions set forth herein, each Initial Revolving Credit Lender severally agrees to make revolving loans (each such loan, an “Initial Revolving Credit Loan") in Dollars or in one or more Alternative Currencies to the Borrowers from time to time, on any Business Day during the Initial Availability Period, in an aggregate amount not to exceed up to, at any time outstanding the amount of outstanding, such Initial Revolving Credit Lender's ’s Initial Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Total Revolving Credit Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Revolving Credit Xxxxxx’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers a Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans or Eurocurrency Rate Term SOFR Loans, as further provided herein. Each Revolving Credit Borrowing (including any deemed Revolving Credit Borrowings made pursuant to Section 2.03) shall be allocated pro rata among the outstanding Tranches of Revolving Credit Commitments.

Appears in 1 contract

Samples: Credit Agreement (Acuren Corp)

The Loans. (a) The Revolver Loan. Subject to the terms and conditions set forth hereinof this ----------------- Agreement, each Lender severally agrees to make loans advances to each of Borrower (such advances are called the Revolving Borrowers (each such loan, a "Revolving LoanRevolver Advances") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day time during the Availability Revolver Commitment ----------------- Period, in an aggregate principal amount not to exceed at any its Loan Share of the Revolver Commitment. Revolver Advances shall be evidenced by the Revolver Notes. So long as an Event of Default or an Unmatured Event of Default has not occurred, during the Revolver Commitment Period, Borrower may borrow, repay and reborrow under the Revolver Notes in accordance with this Section 2. (i) Request for Advance Under the Revolver Loan. ------------------------------------------- (A) Each Request for Advance under the Revolver Loan shall be irrevocable and shall be in the form of Exhibit B on or before 11:00 a.m. --------- Denver, Colorado time outstanding (x) three Business Days immediately preceding the day such Revolver Advance is requested to be made in case of LIBOR Rate Loans, and (y) on the Business Day immediately preceding the day such Revolver Advance is requested to be made in case of Base Rate Loans. (B) Each request for Advance shall specify: (1) the amount of the requested Advance, which shall be in an aggregate minimum principal amount of $100,000 or an integral multiple thereof for both LIBOR Rate Loans and Base Rate Loans, or such Lender's Commitmentlesser amount equal to the unadvanced portion of the Revolver Loan; (2) the requested date of the Revolver Advance, which shall be a Business Day; (3) whether the Revolver Advance is to be comprised of LIBOR Rate Loans or Base Rate Loans; providedand (4) the duration of the Interest Period applicable to LIBOR Rate Loans included in such notice. If the Request for Advance shall fail to specify the duration of the Interest Period for any LIBOR Rate Loan, however, that after such Interest Period shall be three months. (C) After giving effect to any BorrowingLIBOR Rate Loan, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount there shall not exceed the Aggregate Commitments and be more than six different Interest Periods in effect. (iiD) the aggregate Outstanding Amount Upon receipt of the Revolving Loans of any Lendera Request for Advance, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount Agent shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, promptly notify each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitthereof. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.Not later than 11:00 a.

Appears in 1 contract

Samples: Loan Agreement (Markwest Hydrocarbon Inc)

The Loans. (a) The Revolving Credit Borrowings. Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make loans to each of the Revolving Borrowers in Dollars (each such loan, a "Revolving Credit Loan") in Dollars or in one or more Alternative Currencies to the Borrowers from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's ’s Revolving Credit Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Revolving Credit Outstandings shall not exceed the Aggregate CommitmentsRevolving Credit Facility, and (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender Revolving Credit Exposure shall not exceed such Revolving Credit Lender's ’s Revolving Credit Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Revolving Credit Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.012.01(c), prepay under Section 2.05, and reborrow under this Section 2.012.01(c). Revolving Credit Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, as further provided herein. (b) The Term A Borrowing. Subject to the terms and conditions set forth herein, each Term A Lender severally agrees to make a single loan to the Borrowers on the Restatement Date in Dollars in an amount not to exceed such Term A Lender’s Term A Commitment Percentage of the Term A Facility. The Term A Borrowing shall consist of Term A Loans made simultaneously by the Term A Lenders in accordance with their respective Applicable Percentage of the Term A Facility. Amounts borrowed under this Section 2.01(b) and repaid or prepaid may not be reborrowed. Term A Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Ichor Holdings, Ltd.)

The Loans. (a) Subject to the terms and conditions of this Agreement, each of the Banks severally agrees to make a revolving loan to each Borrower up to such Bank’s Pro Rata Share of such Borrower’s Sublimit. Each Bank shall from time to time advance and re-advance to Borrower an amount equal to such Bank’s Availability to such Borrower (each such loan by a Bank, a “Loan”; such loans, collectively, the “Loans”). Each borrowing of the Loans shall be made by Dolphin LLC, Fairlane LLC or TOLLC or simultaneously by any of Dolphin LLC, Fairlane LLC or TOLLC and shall be the separate obligation of the Borrower making such borrowing and not of the other Borrowers; provided that pursuant to the Guaranty, inter alia, Fairlane LLC and TOLLC shall guaranty each other’s Obligations and the Obligations of Dolphin LLC (so that (i) Fairlane LLC and TOLLC shall, as guarantors, be liable subject to the limitations set forth in the Guaranty, for each other’s Obligations and (ii) Fairlane LLC and TOLLC shall also, as guarantors, be liable, subject to the limitations set forth in the Guaranty, for the Obligations of Dolphin LLC, but Dolphin LLC shall not be liable for the Obligations of Fairlane LLC or TOLLC). Each borrowing by a Borrower shall be made ratably from the Banks in proportion to their respective Pro Rata Shares. (b) For purposes of determining usage of a Bank’s Loan Commitment (or Sublimit), a Bank’s Pro Rata Share of the amount of outstanding Letters of Credit shall be deemed to be advanced to TOLLC. (c) Within the limits set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies Borrower may borrow from time to time, on any Business Day during the Availability Period, in an aggregate amount not time under this Section 2.01 and prepay from time to exceed at any time outstanding the amount of such Lender's Commitment; providedpursuant to Section 2.10 (subject, however, that after giving effect to any Borrowingthe restrictions on prepayment set forth in such Section) and thereafter re-borrow amounts which have been repaid pursuant to this Section 2.01. (d) The Loans may be outstanding as (1) Base Rate Loans, (i2) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations LIBOR Loans or (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii3) the aggregate Outstanding Amount a combination of the Revolving Loans of any Lenderforegoing, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount as a Borrower shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms elect and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans notify Administrative Agent in accordance with Section 2.04(e2.15. The LIBOR Loan and Base Rate Loan of each Bank shall be maintained at such Bank’s Applicable Lending Office for its LIBOR Loan and Base Rate Loan, respectively. (e) The obligations of the Banks under this Agreement are several, and to refinance drawings under Letters of Credit no Bank shall be responsible for the account failure of Subsidiary Swingline Borrowers which have not been reimbursed any other Bank to make any advance of a Loan to be made by such other Bank. However, the failure of any Bank to make any advance of the Loan to be made by it hereunder on the Honor Date date specified therefor shall not relieve any other Bank of its obligation to make any advance of its Loan specified hereby to be made on such date. (f) Borrowers may reallocate the Sublimits between them (and any New Borrower) no more frequently that once per quarter and no more frequently than twice per annum by not less than twenty-one (21) days’ prior written notice to Administrative Agent (who shall promptly forward such Subsidiary Swingline Borrowers in accordance with Section 2.03(cnotice to the Banks), in each case, in an aggregate amount not to exceed . Each proposed Sublimit must be such Lender's Commitment; provided, however, that after giving effect to any at the time such Borrowing, (i) Sublimit becomes effective such Sublimit for the Total Outstandings shall applicable Property does not exceed the Aggregate CommitmentsBorrowing Base Value of such Property. (In order to increase the Sublimit for Dolphin above the current amount, Dolphin LLC will be required to amend the Mortgage on Dolphin so as to increase the amount secured thereby, pay the required documentary and intangible taxes and increase the amount of Lender’s title insurance policy with respect to Dolphin). If Borrowers request that the Sublimit of a Property be increased by more than fifteen percent (ii15%) above the aggregate Outstanding Amount Sublimit as originally established in this Agreement and the Appraised Value of all Loans such Property was based on an appraisal prepared (as last updated) more than one (1) year prior to the Borrowers’ notice, then at the request of Administrative Agent (which request must be made within ten (10) Banking Days after notification to Administrative Agent of such proposed increase) Administrative Agent shall (at Borrowers’ expense) obtain an update of the Appraised Value of such Property, in which event the effective date of such increased Sublimit shall be delayed until such current Appraised Value is determined. At any Lendertime a Sublimit is changed, plus the aggregate Outstanding Amount of all L/C Obligations of Borrowers shall execute replacement notes as necessary to evidence any Lender such changed Sublimit. The Sublimits shall not exceed such Lender's at any time aggregate in excess of the Total Loan Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Taubman Centers Inc)

The Loans. 2.1 Revolving Credit – Description. i. Subject to the terms and conditions set forth hereinof this Agreement, each Lender severally agrees hereby establishes for the benefit of Borrower a revolving credit facility (collectively, the "Revolving Credit") which shall include cash Advances extended by Lender to make loans or for the benefit of Borrower as well as Letters of Credit issued for the account of Borrower from time to each time hereunder. The aggregate principal amount of unpaid cash Advances, plus the Letter of Credit Amounts, shall not at any time exceed the Borrowing Base. Subject to such limitation, the outstanding balance of Advances under the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies Credit may fluctuate from time to time, on any Business Day during the Availability Periodto be reduced by repayments made by Borrower, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any be increased by future Advances which may be made by Lender, plus such Lender's Pro Rata Share to or for the benefit of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations)Borrower, plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentenceand, subject to the terms provisions of Section 8 below, shall be due and conditions set forth hereinpayable on the Revolving Credit Maturity Date. If the aggregate principal amount of unpaid cash Advances, each plus the Letter of Credit Amounts at any time exceeds the Borrowing Base (such excess referred to as "Overadvance"), Borrower shall immediately repay the Overadvance in full. ii. Lender severally agrees may, at all times, be entitled to make reduce or increase the advance rates and standards of eligibility under this Agreement. b. At Closing, Borrower shall execute and deliver a promissory note to Lender for the Maximum Revolving Loans Credit Amount (without application of "Revolving Credit Note"). The Revolving Credit Note shall evidence Borrower's unconditional obligation to repay Lender for all Advances made under the Assumed Swingline Loan Amount) Revolving Credit, with interest as herein provided. Each Advance under the Revolving Credit shall be deemed evidenced by the Revolving Credit Note, which is deemed incorporated herein by reference and made part hereof. The Revolving Credit Note shall be in an amount equal form and substance satisfactory to its Pro Rata Share Lender. c. The term of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed shall expire on the Honor Date Revolving Credit Maturity Date. On such date, unless having been sooner accelerated by Lender pursuant to the terms hereof, and without impairing any rights under Section 3.1, all sums owing under the Revolving Credit shall be due and payable in full, and as of and after such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings date Borrower shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any request and Lender shall not exceed such Lender's Commitment, and (iii) make any further Advances under the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinCredit.

Appears in 1 contract

Samples: Loan and Security Agreement (WPCS International Inc)

The Loans. Subject Bank agrees to extend the following credit to Borrower, subject to the terms set forth herein: (a) Bank agrees, on the terms and conditions set forth hereinin this Agreement, each Lender severally agrees to make loans revolving loan Advances (including issuing letters of credit) to each or for the account of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies Borrower from time to time, on any Business Day time during the Availability PeriodRevolving Loan Period in amounts such that the aggregate principal amount of such revolving loan Advances (including the face amount of any letters of credit) under this loan at any one time outstanding will not exceed the Maximum Primary Revolving Loan Amount (the “Primary Revolving Loan”). Within the foregoing limit, in an aggregate amount not to exceed Borrower may borrow, prepay and reborrow such Advances at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of during the Revolving Loans of any LenderLoan Period. (b) Bank agrees, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to on the terms and conditions set forth hereinin this Agreement, each Lender severally agrees to make additional revolving loan Advances to or for the account of Borrower under a second revolving loan facility from time to time during the Revolving Loans Loan Period in amounts such that the aggregate principal amount of such revolving loan Advances at any one time outstanding will not exceed the Maximum Secondary Revolving Loan Amount (without application of the Assumed Swingline “Secondary Revolving Loan”). Within the foregoing limit, Borrower may borrow, prepay and reborrow such Advances at any time during the Revolving Loan AmountPeriod. (c) Bank agrees, on the terms and conditions set forth in this Agreement, to make a term loan to Borrower in an amount equal to its Pro Rata Share the Term Loan Amount in a single advance on the date hereof (the “Term Loan” and together with the Primary Revolving Loan and the Secondary Revolving Loan, the “Loans”). Once repaid, principal of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have Term Loan cannot been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinreborrowed.

Appears in 1 contract

Samples: Loan and Security Agreement (Video Display Corp)

The Loans. (a) The Term A US BorrowingBorrowings. Subject to the terms and conditions set forth herein, each Term A US Lender severally agrees to make (or continue, with respectup to term A loans outstanding under this Agreement prior to each of the Revolving Borrowers (each such loanAmendment No. 5 Effective Date, as Term A US Loans hereunder) a "Revolving Loan") single loanthree loans in Dollars or to the Company on the Amendment No. 5 Effective Date in one or more Alternative Currencies from an amount not tofrom time to time, on any Business Day during the Availability PeriodPeriod for the Term A Facility, in an aggregate amount for all such drawings not to exceed at any time outstanding the amount of such Term A US Lender's ’s Term A US Commitment; provided, however, that after giving effect to any Term A US Borrowing, (i) the aggregate Outstanding Amount principal amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount Term A US Borrowings shall not exceed the Aggregate aggregate Term A US Commitments of all Term A US Lenders and (ii) the aggregate Outstanding Amount principal amount of the Revolving Loans all Term A US Borrowings of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Term A US Lender shall not exceed such Term A US Lender's ’s Term A US Commitment, and (iii) . TheEach Term A US Borrowing shall consist of Term A US Loans made simultaneously by the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency SublimitTerm A US Lenders in accordance with their respective Term A US Commitments. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(a) and reborrow repaid or prepaid may not be reborrowed. The Term A US Loans made pursuant to the Term A US Borrowings under this Section 2.012.01 shall constitute a single Term A US Facility. Revolving Term A US Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. For the avoidance of doubt, the parties hereto acknowledge and agree that the aggregate amount of the Term A US Commitments not drawn (or continued) under the single Term A US Borrowing shall be automatically terminated pursuant to Section 2.06(b)(i). (b) The Term B Borrowing. Subject to the terms and conditions set forth herein, each Term B Lender severally agrees to make a single loan in Dollars to the Company on the Amendment No. 5 Effective Date in an amount not to exceed such Term B Lender’s Term B Commitment. The Term B Borrowing shall consist of Term B Loans made simultaneously by the Term B Lenders in accordance with their respective Term B Commitments. Amounts borrowed under this Section 2.01(b) and repaid or prepaid may not be reborrowed. Term B Loans may be Base Rate Loans or Eurocurrency Rate Loans as further provided herein. For the avoidance of doubt, the parties hereto acknowledge and agree that the aggregate amount of the Term B Commitments not drawn under the single Term B Borrowing shall be automatically terminated pursuant to Section 2.06(b)(iv).[Reserved.]

Appears in 1 contract

Samples: Credit Agreement (Aecom)

The Loans. (a) From time to time upon Borrower's request, and subject to the terms and conditions of this Agreement, Lender agrees to advance to Borrower prior to the Credit Expiration Date amounts which do not exceed the Maximum Availability in aggregate outstanding principal amount at any one time. Advances made by Lender to Borrower under this Section 201 are hereinafter collectively called the "Loans". Notwithstanding anything in this Agreement to the contrary, the Lender shall not be obligated hereunder to make any Loans on or after the earlier of (i) the Credit Expiration Date or such later date to which such expiration date may be extended by Lender in its discretion or (ii) the date Lender pursuant to Section 801(a) hereof terminates its obligation to make any further Loans to Borrower hereunder. Subject to the terms and conditions hereof, prior to the Credit Expiration Date, Borrower, at its option, from time to time may borrow, repay and reborrow all or any portion of the Loans, except that Borrower's right to prepay Loans bearing interest based on the Adjusted LIBOR (as such term is defined in the Note) shall be subject to the breakage provisions of the Note and any such prepayment shall be applied as provided in the Note. (b) The proceeds of the Loans may be used by Borrower only to finance acquisitions by the Borrower and to finance Borrower's and its Subsidiaries' working capital and other general corporate needs (including without limitation to finance the cost of the leasehold improvements and equipment purchases made or to be made by Borrower for its new corporate headquarters building in Marietta, Georgia). (c) The Loans are to be evidenced by the Note. Interest on the Loans will accrue at the rate or rates per annum set forth hereinin the Note, and principal and interest on the Loans will be payable in the manner prescribed in the Note. (d) Borrower shall pay to Lender an origination fee for the Loan facility provided by Lender to Borrower under this Section 201, which fee shall be in the amount of $5,000 (and Lender shall credit against such sum the $5,000 commitment letter fee previously paid by Borrower to Lender in connection with such facility) and such fee shall be deemed fully earned by Lender upon the parties' execution and delivery of this Agreement from the Borrower and shall be non-refundable. (e) Borrower shall pay to Lender unused facility fees for Borrower's Loan facility hereunder during the Revolving Loan Period computed on the daily average unused portion of the Maximum Availability at a rate per annum of three-eighths of one percent (.375%). Such unused facility fees shall be payable by Borrower to Lender quarterly in arrears, commencing on November 30, 1996, and continuing to be due on the last day of each February, May, August and November thereafter during the Revolving Loan Period as well as on the Credit Expiration Date. Notwithstanding anything in this Section to the contrary, however, the total unused facility fees payable by Borrower to Lender severally agrees to make loans to under clauses (x) and (y) above shall not exceed the sum of $6,250 and $25,000, respectively, during each of the Revolving Borrowers following two periods: the period from the date of this Agreement though August 31, 1997, and the period from September 1, 1997 through the Credit Expiration Date. (each f) All of the Loans shall constitute one loan by Lender to Borrower. Lender shall maintain a loan account on its books in which shall be recorded all Loans, all payments made by Borrower on the Loans and all other appropriate debits and credits as provided in this Agreement and the Note with respect thereto, including without limitation all charges, expenses and interests. All entries in such loan, a "Revolving Loan") account shall be made in Dollars or accordance with the Lender's customary accounting practices as in one or more Alternative Currencies effect from time to time, on any Business Day during . Lender shall render to Borrower a monthly statement setting forth the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount balance of such Lender's Commitment; providedaccount, howeverincluding principal, that interest, expenses and fees, and each such statement shall, absence manifest error or omissions, be presumed correct and binding upon Borrower and shall constitute an account stated unless, within thirty (30) days after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans receipt of any such statement from Lender, plus Borrower shall deliver to Lender a written objection thereto specifying the error or errors or omission or omissions, if any, contained in such Lender's Pro Rata Share of statement. (g) All interest and fees owing by Borrower to Lender hereunder or under the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount other Financing Documents shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed be computed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) basis of a 360-day year and the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.actual days elapsed

Appears in 1 contract

Samples: Loan Agreement (Cryolife Inc)

The Loans. Subject (a) Each Lender (under and as defined in the DIP Credit Agreement) holding Initial DIP Loans (as defined in the DIP Credit Agreement) hereby, severally and not jointly, exchanges, converts or otherwise deems satisfied all of the Obligations (as defined in the DIP Credit Agreement) owing to such Lender under the DIP Credit Agreement in respect of the Initial DIP Loans (including all of the outstanding principal amount thereof all accrued and unpaid interest, fees, premiums and other obligations, including any fees or other amounts payable in kind pursuant to the terms DIP Credit Agreement or the DIP Order, in each case, on account thereof) (such amount, such Lender’s “Exchange Amount”) on the Closing Date for Exchange Term Loans deemed made by such Lender to the Borrower on the Closing Date in a principal amount equal to such Lender’s Exchange Amount. On and conditions as of the Closing Date, $153,771,192.63 of Exchange Term Loans were deemed funded pursuant to this Section 2.01(a) and each Lender’s Exchange Amount is set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that Schedule I. Immediately after giving effect to the exchange in this Section 2.01(a) and without any Borrowingfurther action from any other party, (i) the aggregate Outstanding Amount of all Revolving LoansExchange Term Loans shall constitute, plus the aggregate Outstanding Amount of and be treated for all L/C Obligations purposes (excluding Subsidiary L/C Obligationsincluding tax purposes), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments as a single fungible Class and Facility of Term Loans hereunder and (ii) all Obligations (as defined in the aggregate Outstanding Amount DIP Credit Agreement) under the DIP Credit Agreement in respect of the Revolving Initial DIP Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations shall be fully satisfied and discharged. (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentenceb) Each Lender having a Commitment to make Incremental Loans agrees, subject to the terms and conditions set forth hereinin the applicable Incremental Amendment, each Lender severally agrees to make Revolving Incremental Loans (without application of to the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each caseBorrower, in an aggregate principal amount not to exceed such Lender's its Commitment; provided, however, that after giving effect to any such Borrowing, . (ic) the Total Outstandings shall not exceed the Aggregate Commitments, Amounts of Term Loans borrowed (iior deemed borrowed) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans 2.01 that are repaid or prepaid may not be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinreborrowed.

Appears in 1 contract

Samples: Credit Agreement (JOANN Inc.)

The Loans. Subject Until the earliest to occur of the terms Termination Date, a Regulatory Trigger Event and conditions set forth hereinthe third (3rd) anniversary of the Closing Date, each Lender severally agrees Borrowers may request to Agent on behalf of the Lenders to make loans Revolving Loan Advances to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentenceand, subject to the terms and conditions set forth hereinof this Agreement, each Lender severally and not jointly agrees to make lend such Lender’s Revolving Loans (without application Loan Commitment Percentage of each requested Revolving Loan Advance up to such Lender’s Revolving Loan Commitment which Borrowers may repay and reborrow from time to time until the occurrence of one of the Assumed Swingline Loan Amount) in an amount equal foregoing events. Until the earliest to its Pro Rata Share occur of the Revolving Loans made Termination Date, a Regulatory Trigger Event or the third (3rd) anniversary of the Closing Date, Borrowers may request to refinance Swingline Loans in accordance with Section 2.04(e) Agent on behalf of the Lenders to make Term Loan Advances to Borrowers and, subject to the terms and conditions of this Agreement, each Lender severally and not jointly agrees to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed lend such Lender's Commitment’s Term Loan Commitment Percentage of each requested Term Loan Advance up to such Lender’s Term Loan Commitment which Borrowers may not reborrow after repayment thereof. Requests for Advances shall be made no more than one (1) time per calendar month (excluding any deemed request made under Section 2.6(b)); provided, however, that after giving effect to a simultaneous request for a Revolving Loan Advance and a Term Loan Advance shall be considered a single Advance request. The aggregate unpaid principal amount at any such Borrowing, (i) the Total Outstandings one time outstanding of all Revolving Loan Advances shall not exceed the Aggregate CommitmentsRevolving Loan Maximum Principal Amount; the aggregate unpaid principal amount at any one time outstanding of all Term Loan Advances shall not exceed the Term Loan Maximum Principal Amount; and the aggregate unpaid principal amount at any one time outstanding of all Advances shall not exceed the lesser of the Maximum Principal Amount then in effect or the Borrowing Base in effect as of the date of determination. No Revolving Loan Advance shall be made until the aggregate original principal amount of all Term Loan Advances made since the Closing Date equal the Term Loan Maximum Principal Amount. No Revolving Loan may be made or held by a Foreign Lender or Foreign Holder. (a) Agent shall establish on its books an account in the name of Borrowers (the “Borrowers’ Loan Account”). A debit balance in Borrowers’ Loan Account shall reflect the amount of Borrowers’ indebtedness to Agent, Holders and Lenders from time to time by reason of Advances and other appropriate charges (including, without limitation, interest charges) hereunder. At least once each month, Agent shall provide to Borrowers a statement of Borrowers’ Loan Account which statement shall be considered correct and accepted by Borrowers and conclusively binding upon Borrowers unless Borrowers notify Agent to the contrary within thirty (30) days of Agent’s providing such statement to Borrowers. (b) Each Advance made hereunder shall, in accordance with GAAP, be entered as a debit to Borrowers’ Loan Account, and (i) in respect of Revolving Loan Advances, shall be in a principal amount which, when aggregated with all other Revolving Loan Advances then outstanding, shall not exceed the Revolving Loan Maximum Principal Amount, (ii) the aggregate Outstanding Amount in respect of Term Loan Advances, shall be in a principal amount which, when aggregated with all Loans of any Lenderother Term Loan Advances then outstanding, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitmentthe Term Loan Maximum Principal Amount, and (iii) the Outstanding Amount in respect of all Subsidiary L/C Obligations of such Subsidiary Swingline BorrowerAdvances, plus the Outstanding Amount of shall be in a principal amount which, when aggregated with all Swingline Loans of such Subsidiary Swingline Borrower other Advances then outstanding, shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitthe lesser of the then effective Borrowing Base or Maximum Principal Amount. (c) The Loans shall be due and payable on the Termination Date. Within Upon the limits occurrence of each Lender's Commitmentan Event of Default, Agent shall have rights and subject remedies available to the other terms and conditions hereof, the Borrowers may borrow it under Article 9 of this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinAgreement.

Appears in 1 contract

Samples: Loan Agreement (CURO Group Holdings Corp.)

The Loans. (a) Subject to the terms and conditions set forth herein, on the Effective Date, each Lender severally agrees agreed to make continue certain term loans to each of (the Revolving Borrowers (each such loan, a "Revolving Loan"“Initial Loans”) in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of set forth opposite such Lender's ’s name in Schedule 2.01(a) (such amount being referred to herein as such Lender’s “Initial Commitment; provided”). For the avoidance of doubt, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount as of the Revolving Loans Eleventh Amendment Effective Date, the Initial Commitment of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations each Lender shall be $0. (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject b) Subject to the terms and conditions set forth hereinherein and in the Second Amendment, on the Second Amendment Effective Date, each Lender severally agrees to make Revolving 2021 Term Loans (without application of the Assumed Swingline Loan Amount) in an aggregate principal amount equal to its Pro Rata Share 2021 Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Revolving Loans made Eleventh Amendment Effective Date, the 2021 Term Loan Commitment of each Lender shall be $0. (c) Subject to refinance Swingline Loans the terms and conditions set forth herein and in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed Third Amendment, on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)Third Amendment Effective Date, in each case, Lender agrees to make 2021 Additional Term Loans in an aggregate principal amount not equal to exceed its 2021 Additional Term Loan Commitment as set forth opposite such Lender's Commitment; provided’s name in Schedule 2.01(a). For the avoidance of doubt, howeveras of the Eleventh Amendment Effective Date, that after giving effect the 2021 Additional Term Loan Commitment of each Lender shall be $0. (d) Subject to any the terms and conditions set forth herein and in the Fourth Amendment, on the Fourth Amendment Effective Date, each Lender agrees to make 2021 New Term Loans in an aggregate principal amount equal to its 2021 New Term Loan Commitment as set forth opposite such BorrowingLender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Eleventh Amendment Effective Date, the 2021 New Term Loan Commitment of each Lender shall be $0. (e) Subject to the terms and conditions set forth herein and in the Fifth Amendment, on the Fifth Amendment Effective Date, each Lender agrees to make 2021 October New Term Loans in an aggregate principal amount equal to its 2021 October New Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Eleventh Amendment Effective Date, the 2021 October New Term Loan Commitment of each Lender shall be $0. (f) Subject to the terms and conditions set forth herein and in the Sixth Amendment, on the Sixth Amendment Effective Date, each Lender agrees to make Sixth Amendment Term Loans in an aggregate principal amount equal to its Sixth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Eleventh Amendment Effective Date, the Sixth Amendment Term Loan Commitment of each Lender shall be $0. (g) Subject to the terms and conditions set forth herein and in the Seventh Amendment, on the Seventh Amendment Effective Date, each Lender agrees to make Seventh Amendment Term Loans in an aggregate principal amount equal to its Seventh Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Eleventh Amendment Effective Date, the Seventh Amendment Term Loan Commitment of each Lender shall be $0. (h) Subject to the terms and conditions set forth herein and in the Eighth Amendment, on the Eighth Amendment Effective Date, each Lender agrees to make Eighth Amendment Term Loans in an aggregate principal amount equal to its Eighth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Eleventh Amendment Effective Date, the Eighth Amendment Term Loan Commitment of each Lender shall be $0. (i) Subject to the terms and conditions set forth herein and in the Ninth Amendment, on the Ninth Amendment Effective Date, each Lender agrees to make Ninth Amendment Term Loans in an aggregate principal amount equal to its Ninth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Eleventh Amendment Effective Date, the Ninth Amendment Term Loan Commitment of each Lender shall be $0. (j) Subject to the terms and conditions set forth herein and in the Tenth Amendment, on the Tenth Amendment Effective Date, each Lender agrees to make Tenth Amendment Term Loans in an aggregate principal amount equal to its Tenth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Eleventh Amendment Effective Date, the Tenth Amendment Term Loan Commitment of each Lender shall be $0. (k) Subject to the terms and conditions set forth herein and in the Eleventh Amendment, on the Eleventh Amendment Effective Date, each Lender agrees to make Eleventh Amendment Term Loans in an aggregate principal amount equal to its Eleventh Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). (l) Amounts borrowed under this Section 2.01 and repaid or prepaid may not be re-borrowed. (m) All the outstanding principal amount of (i) the Total Outstandings Last Out Loans, together with all accrued and unpaid interest thereon, and any fees and other amounts payable hereunder, shall not exceed be due and payable on the Aggregate Commitments, earlier of (iix) the aggregate Outstanding Amount Last Out Maturity Date and (y) the date of the acceleration of the Loans pursuant to Section 8.02. (n) All the outstanding principal amount of the First Out Loans, together with all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitmentaccrued and unpaid interest thereon, and any fees and other amounts payable hereunder, shall be due and payable on the earlier of (iiix) the Outstanding Amount First Out Maturity Date and (y) the date of all Subsidiary L/C Obligations the acceleration of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject pursuant to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein8.02.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Bright Mountain Media, Inc.)

The Loans. On the Signing Date, the Term Lenders made a Term Loan to the Borrower pursuant to the Initial Credit Agreement in the amount of $5,500,000, which amount may be reduced or increased pursuant to the terms of this Agreement. Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make (or cause its Applicable Lending Office to make) additional loans to each of the Revolving Borrowers denominated in US Dollars (each such loan, a "Revolving “Term Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during from and after the Availability Period, in an aggregate amount not to exceed at any time outstanding date hereof until the amount of such Lender's CommitmentTerm Loan Expiration Date; provided, however, provided that after giving effect to any Borrowing, proposed Term Loan (ia) the sum of the aggregate Outstanding outstanding principal amount of Term Loans made by any individual Term Lender and such Term Lender’s ratable portion of the aggregate Available Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount outstanding Banker’s Guarantees shall not exceed the Aggregate Commitments amount of such Lender’s Term Commitment and (iib) the aggregate Outstanding Amount sum of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount aggregate outstanding principal amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of Term Loans and the Assumed Swingline Loan aggregate Available Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings all outstanding Banker’s Guarantees shall not exceed the Aggregate CommitmentsFacility; provided, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitmentfurther, and notwithstanding any other provision to the contrary in this Agreement, the Lenders severally agree to ratably make a Term Loan to the Borrower upon not less than three (iii3) Business Days notice from the Outstanding Amount Borrower to the Administrative Agent (specifying the date and amount of all Subsidiary L/C Obligations the Term Loan and the duration of the initial Interest Period) upon the termination of a Banker’s Guarantee and in the Dollar Equivalent of the amount thereof, if the beneficiary of such Subsidiary Swingline BorrowerBanker’s Guarantee provides written confirmation to the Administrative Agent, plus no later than the Outstanding Amount of all Swingline Loans date of such Subsidiary Swingline Borrower shall notice, that such beneficiary will not exceed request any payment under such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within Banker’s Guarantee after the limits date of each Lender's Commitmentsuch confirmation if it receives the proceeds of such Term Loan on the date such Term Loan is proposed to be made, and subject will thereafter promptly return such Banker’s Guarantee to the other terms and conditions hereof, the Borrowers may borrow Banker’s Guarantee Issuer. Each Borrowing shall consist of Term Loans made simultaneously by Lenders ratably according to their Term Commitments. Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01 and reborrow under this Section 2.01. Revolving Loans repaid or prepaid may not be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinreborrowed.

Appears in 1 contract

Samples: Credit Agreement (Igate Corp)

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The Loans. (a) Subject to the terms and conditions set forth herein, each Tranche B Term Loan Lender severally agrees to make term loans to each of the Revolving Borrowers (each such loan, a "“Tranche B Term Loan”) to the Term Loan Borrower on the Closing Date in Dollars in an aggregate amount of up to such Tranche B Term Loan Lender’s Tranche B Term Loan Commitment. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Tranche B Term Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. (b) Subject to the terms and conditions set forth herein, (i) each Dollar Revolving Lender severally agrees to make revolving loans (each such loan, a “Dollar Revolving Credit Loan") in Dollars or in one or more Alternative Currencies to each Revolving Credit Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed of up to, at any time outstanding outstanding, the amount of such Lender's ’s Dollar Revolving Credit Commitment and (ii) each Multicurrency Revolving Lender severally agrees to make revolving loans (each such loan, a “Multicurrency Revolving Credit Loan”) in Dollars or an Alternative Currency to each Revolving Credit Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount of up to, at any time outstanding, the amount of such Lender’s Multicurrency Revolving Credit Commitment; provided, further, however, that (1) after giving effect to any Dollar Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Dollar Revolving Loans, plus the aggregate Outstanding Amount of all Credit Loans and L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Dollar Revolving Credit Commitments and (ii) the aggregate Outstanding Amount of the Dollar Revolving Credit Loans of any Lender, Dollar Revolving Lender plus such Dollar Revolving Lender's ’s Pro Rata Dollar Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations shall not exceed such Dollar Revolving Lender’s Dollar Revolving Credit Commitment, (2) after giving effect to any Multicurrency Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Multicurrency Revolving Credit Loans shall not exceed the Aggregate Multicurrency Revolving Credit Commitments and (ii) the aggregate Outstanding Amount of the Multicurrency Revolving Credit Loans of any Multicurrency Revolving Lender shall not exceed such Multicurrency Revolving Lender's Commitment, ’s Multicurrency Revolving Credit Commitment and (iii3) after giving effect to any Revolving Credit Borrowing, the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower Total Outstandings shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitthe Total Revolving Credit Commitments. Within the limits of each Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Revolving Credit Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Platform Specialty Products Corp)

The Loans. (a) Subject to the terms and conditions set forth herein, herein each Revolving Credit Lender severally agrees to make revolving credit loans denominated in an Approved Currency to each of the Revolving Borrowers Borrower from its applicable Lending Office (each such loan, a "Revolving Credit Loan") in Dollars or in one or more Alternative Currencies from time to timetime as elected by the Borrower pursuant to Section 2.02, on any Business Day during the Availability Period, in an aggregate amount not period from the Closing Date until the Maturity Date with respect to exceed at any time outstanding the amount of such Revolving Credit Lender's ’s applicable Revolving Credit Commitment; provided, however, provided that after giving effect to any Borrowing, Revolving Credit Borrowing (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (iix) the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender's ’s Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's ’s Pro Rata Share of the Assumed Swingline Loan Outstanding Amount of all Swing Line Loans, plus such Lender’s Pro Rata Share of the Outstanding Amount of all Protective Advances shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms ’s Revolving Credit Commitment and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (iy) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency SublimitAvailability Conditions would be satisfied. Within the limits of each Lender's Commitment’s Revolving Credit Commitments, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow under this Section 2.012.01(a), prepay under Section 2.05, and reborrow under this Section 2.012.01(a). Revolving Credit Loans denominated in Dollars may be Base Rate Loans or Term SOFR Loans and Revolving Credit Loans denominated in an Approved Foreign Currency may be Eurocurrency Rate Loans, as further provided herein. (b) The Administrative Agent shall be authorized, in its discretion, at any time that any conditions in Section 4.02 are not satisfied, to make loans in Dollars (any such loans made pursuant to this Section 2.01(b), “Protective Advances”) under the Revolving Credit Facility (a) up to an aggregate amount not to exceed 5.00% of the Borrowing Base outstanding at any time, if the Administrative Agent reasonably deems such Protective Advances necessary or desirable to preserve or protect Collateral, or to enhance the collectability or repayment of Obligations; or (b) to pay any other amounts chargeable to Loan Parties under any Loan Documents, including costs, fees and expenses. Protective Advances shall constitute Obligations secured by the Collateral and shall be entitled to all of the benefits of the Loan Documents. Immediately upon the making of a Protective Advance, each applicable Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Administrative Agent a risk participation in such Protective Advance made under the Revolving Credit Facility, each Revolving Credit Lender shall purchase a risk participation in such Protective Advance in an amount equal to the product of such Revolving Credit Lender’s Applicable Adjusted Percentage times the principal amount of such Protective Advance (a “Protective Advance Participation”). The Required Lenders may at any time revoke the Administrative Agent’s authority to make further Protective Advances by written notice to the Administrative Agent. No Protective Advance shall be outstanding after the earlier of (x) twenty (20) Business Days after the date on which it was made or (y) the date on which the Required Lenders instruct the Administrative Agent to cease making Protective Advances. Absent such revocation, the Administrative Agent’s determination that funding of a Protective Advance is appropriate shall be conclusive. In no event shall a Protective Advance be made if, after giving effect thereto, the Revolving Credit Exposure of any Revolving Credit Lender would exceed the Revolving Credit Commitment of such Lender. (c) At any time that any Protective Advance is outstanding, the proceeds of any Revolving Credit Loan or Swing Line Loan that is made shall first be applied to the repayment of such Protective Advance upon the making of such Revolving Credit Loan or Swing Line Loan (and otherwise, each Revolving Credit Lender shall, upon request from the Administrative Agent, fund its Protective Advance Participation).

Appears in 1 contract

Samples: Abl Credit Agreement (iHeartMedia, Inc.)

The Loans. (a) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make loans Revolving Loans in dollars to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies Borrower from time to time, on any Business Day time during the Availability Period, Period in an aggregate principal amount that will not to exceed at any time result in (a) the aggregate outstanding the principal amount of such Revolving Lender's Commitment; provided, however, that after giving effect to any Borrowing, ’s Revolving Loans exceeding such Revolving Lender’s Revolving Commitment or (ib) the aggregate Outstanding Amount sum of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) Total Exposure exceeding the aggregate Outstanding Amount of the total Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's CommitmentCommitments. Notwithstanding Within the foregoing sentence, limits and subject to the terms and conditions set forth herein, the Borrower may borrow, prepay and reborrow Revolving Loans. (b) Subject to the terms and conditions of this Agreement and the other Loan Documents, and in reliance upon the representations and warranties set forth in this Agreement and the other Loan Documents, each DDTL Lender with a DDTL Commitment severally agrees to make Revolving Loans term loans (without application of each such loan, a “Delayed Draw Term Loan”) to the Assumed Swingline Loan Amount) in an amount equal Borrower from time to its Pro Rata Share of time on each DDTL Funding Date prior to the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor DDTL Commitment Termination Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate principal amount not to exceed such DDTL Lender's ’s DDTL Commitment; provided. The Borrower may make up to four Borrowings of the Delayed Draw Term Loans before the DDTL Commitment Termination Date with a minimum principal amount of $50,000,000 for each Borrowing (or if a lesser aggregate amount of DDTL Commitments remain outstanding, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitlesser amount). Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.012.01(b) and repaid or prepaid may not be reborrowed. Notwithstanding anything herein to the contrary, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate following the funding of any Delayed Draw Term Loans, as further provided hereinsuch Delayed Draw Term Loans shall constitute Term Loans for all purposes hereunder and all references in this Agreement to the Term Loans shall include the aggregate principal amount of Delayed Draw Term Loans that have been funded hereunder.

Appears in 1 contract

Samples: Revolving Credit Agreement and Incremental Agreement (Palantir Technologies Inc.)

The Loans. (a) Each Lender having a Revolving Credit Commitment severally agrees, subject to and on the terms and conditions of this Agreement, to make Loans (each, a "Revolving Credit Loan" and collectively, the "Revolving Credit Loans") to the Borrower, from time to time on any Business Day during the period from the date hereof to the Revolving Credit Facility Termination Date, provided that (i) the aggregate principal amount of Revolving Credit Loans at any time outstanding for any Lender shall not exceed the difference between (A) such Lender's Revolving Credit Commitment at such time less (B) such Lender's Pro Rata Share (calculated based on its Revolving Credit Percentage) of the aggregate Letter of Credit Outstandings (exclusive of Reimbursement Obligations that are repaid with the proceeds of, and simultaneously with the incurrence of, Revolving Credit Loans or Swingline Loans) and participation in Swingline Loans at such time and (ii) no Borrowing of Revolving Credit Loans shall be made if, immediately after giving effect thereto, the sum of (W) the aggregate principal amount of Revolving Credit Loans outstanding at such time plus (X) the aggregate Letter of Credit Outstandings (exclusive of Reimbursement Obligations that are repaid with the proceeds of, and simultaneously with the incurrence of, Revolving Credit Loans or Swingline Loans) plus (Y) the aggregate principal amount of Swingline Loans at such time, would exceed the Total Revolving Credit Commitment, and (iii) no Borrowing of Revolving Credit Loans shall be required if, immediately after giving effect thereto, a Default or Event of Default exists. Subject to and on the terms and conditions of this Agreement and for so long as no Default or Event of Default has occurred, the Borrower may borrow, repay and reborrow Revolving Credit Loans until the Revolving Credit Facility Termination Date. (b) The Loans shall, at the option of the Borrower and subject to the terms and conditions of this Agreement, be either Base Rate Loans or LIBOR Loans (each such type of Loan, a "Type"), provided that all Loans comprising the same Borrowing shall, unless otherwise specifically provided herein, be of the same Type. (c) Subject to and upon the terms and conditions set forth hereinbelow, each the Swingline Lender severally agrees at any time and from time to make loans to each time during the term of the Revolving Borrowers Credit Facility, to make a loan or loans to the Borrower (each such loan, a "Revolving Swingline Loan", and collectively, the "Swingline Loans"), which Swingline Loans: (i) may be borrowed, repaid and reborrowed in Dollars or accordance with the provisions hereof and of the Swingline Note; (ii) when combined with the aggregate principal amount of all Revolving Credit Loans made by the Lenders then outstanding and Letter of Credit Outstandings at such time(exclusive of Reimbursement Obligations that are repaid with the proceeds of, and simultaneously with the incurrence of, such Swingline Loans) shall not exceed in aggregate principal amount at any time outstanding, an amount equal to the Total Revolving Credit Commitment at such time; and (iii) shall not exceed the Maximum Swingline Amount. Except as otherwise provided herein, the Swingline Loans shall be payable one or more Alternative Currencies Business Day after demand and shall bear, and the Borrower shall pay, interest from the date of the Swingline Note on the unpaid principal balance thereof outstanding from time to time at an interest rate equal to the Adjusted Base Rate as in effect from time to time, . Interest on any Business Day during each outstanding Swingline Loan shall be due and payable (i) quarterly on the Availability Periodlast day of each fiscal quarter, in arrears, commencing on December 31, 1996. Anything contained in this Agreement to the contrary notwithstanding, any reduction of the Revolving Loan Commitments made pursuant to Section 2.4 that reduces the aggregate Total Revolving Loan Commitments to an aggregate amount not less than the then current amount of the Maximum Swingline Amount shall result in an automatic corresponding reduction of the Maximum Swingline Amount to exceed at any time outstanding the amount of the Total Revolving Loan Commitments, as so reduced, without any further action on the part of the Swingline Lender. On any Business Day, the Swingline Lender may, in its sole discretion, give notice to the Lenders that its outstanding Swingline Loans shall be repaid with a Borrowing of Revolving Credit Loans (provided that such Lender's Commitment; providednotice shall be deemed to have been automatically given upon the occurrence of any Event of Default under the Swingline Note or under ARTICLE VII or upon the exercise of any of the remedies provided in ARTICLE VIII), however, that after giving effect to any in which case a Borrowing of Revolving Loans constituting Base Rate Loans (each such Borrowing, (ia "Mandatory Borrowing") shall be made on the aggregate Outstanding Amount of immediately succeeding Business Day from all Revolving Loans, plus Lenders on the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such basis each Lender's Pro Rata Share (determined before giving effect to any termination of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of Revolving Credit Commitments pursuant to ARTICLE VIII) and the Assumed Swingline Loan Amount proceeds thereof shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject be paid directly to the terms and conditions set forth herein, each Swingline Lender severally to repay the Swingline Lender for such outstanding Swingline Loans. Each Lender hereby irrevocably agrees to make Revolving Credit Loans upon demand, but in any event no later than 2:00 p.m. (without application Charlotte time) on the next succeeding Business Day after the day such demand is made if demand therefor is made prior to 1:00 p.m. (Charlotte time) and no later than 2:00 p.m. (Charlotte time) on the second succeeding Business Day if demand therefor is made after 1:00 p.m. (Charlotte time), pursuant to each Mandatory Borrowing in the amount and in the manner specified in the preceding sentence notwithstanding (i) the amount of the Assumed Mandatory Borrowing may not comply with the minimum amount of Borrowings otherwise required hereunder, (ii) whether any of the conditions specified in ARTICLES II or III are then satisfied, (iii) whether a Default or an Event of Default then exists, (iv) the date of such Mandatory Borrowing, and (v) any reduction in the Total Revolving Credit Commitment after any such Swingline Loan AmountLoans were made. In the event that any Mandatory Borrowing cannot for any reason be made on the date otherwise required above (including, without limitation, as a result of the commencement of a proceeding under the Bankruptcy Code with respect to the Borrower), then each such Lender agrees that it shall forthwith purchase (as of the date the Mandatory Borrowing would otherwise have occurred, but adjusted for any payments received from the Borrower on or after such date and prior to such purchase) from the Swingline Lender such participations in an amount equal the outstanding Swingline Loans as shall be necessary to its cause such Lenders to share in such Swingline Loans ratably based upon their respective Pro Rata Share Shares (determined before giving effect to any termination of the Revolving Loans made Credit Commitments pursuant to refinance ARTICLE VIII); provided that (x) all interest payable on the Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit shall be for the account of Subsidiary the Swingline Borrowers Lender until the date as of which have not been reimbursed the respective participation is required to be purchased and, to the extent attributable to the purchased participation, shall be payable to the participant from an after such date and (y) at the time any purchase of participations pursuant to this sentence is actually made, the purchasing Lender shall be required to pay the Swingline Lender interest on the Honor Date by principal amount of participation purchased for each day from and including the day upon which such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)mandatory purchase was required to be made to but excluding the date of payment for such participation, in each case, in an aggregate amount not at the rate otherwise applicable to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Revolving Credit Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be maintained as Base Rate Loans or Eurocurrency Rate hereunder for each thereafter. The Borrower shall pay to the Swingline Lender one Business Day after demand the amount of such Swingline Loans to the extent amounts received from the Lenders are not sufficient to repay in full the outstanding Swingline Loans. In addition, as further provided herein.the Borrower hereby authorizes the Agent, upon one (1) Business Day's notice to the Borrower, to charge any account maintained by it with the Swingline Lender (up to the amount available therein) in order to immediately pay the Swingline Lender the amount of such Swingline Loans to the extent amounts received from the Lenders are not sufficient to repay in full the outstanding

Appears in 1 contract

Samples: Credit Agreement (Envoy Corp /Tn/)

The Loans. (1) Subject to the terms and conditions set forth hereinin Sections 3.1 and 3.2 hereof and in the DIP Orders, each the Lender severally agrees following the Bankruptcy Court’s entry of the Interim DIP Order, to make loans a term loan to each the Borrowers in a single Borrowing on, or on the Business Day after, the Effective Date (the “New Money Initial Loan”) out of a portion of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, Lender’s New Money Delayed Draw Commitment in an aggregate principal amount not to exceed at any time outstanding the amount of such Lender's Xxxxxx’s New Money Delayed Draw Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount total amount of all Revolving Loans, plus the aggregate Outstanding Amount Borrowing of all L/C Obligations (excluding Subsidiary L/C Obligations), plus New Money Delayed Draw Loans made on the Assumed Swingline Loan Amount Effective Date shall not exceed the Aggregate Commitments $1.0 million. Amounts borrowed under this Section 2.1(1) and repaid or prepaid may not be reborrowed. (ii2) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject Subject to the terms and conditions set forth hereinin Section 3.2 hereof and in the DIP Orders, each the Lender severally agrees following the Bankruptcy Court’s entry of the Interim DIP Order, to make Revolving Loans additional delayed draw term loans to the Borrower in one or more Borrowings at any time from time to time until the New Money Delayed Draw Termination Date (without application of the Assumed Swingline Loan Amount“New Money Delayed Draw Loans”) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate principal amount not to exceed such Lender's Xxxxxx’s New Money Delayed Draw Commitment; provided, however, that after giving effect to any such Borrowing, (i) there shall be no more than one (1) Borrowing of New Money Delayed Draw Loans per calendar week (which may be more frequent in the Total Outstandings shall not exceed the Aggregate Commitments, Lender’s sole discretion) and (ii) the aggregate Outstanding Amount total amount of all Borrowings of New Money Delayed Draw Loans of any Lender, plus made prior to the aggregate Outstanding Amount of all L/C Obligations of any Lender Final DIP Order Entry Date shall not exceed such Lender's Commitment, $2.5 million. Each New Money Delayed Draw Loan shall be in a minimum amount of $1,000,000 or a whole multiple of $100,000 in excess thereof. Amounts paid or prepaid in respect of the Delayed Draw Term Loan may not be reborrowed. The New Money Delayed Draw Commitments shall terminate automatically in their entirety on the New Money Delayed Draw Termination Date. Amounts borrowed under this Section 2.1(2) and repaid or prepaid may not be reborrowed. (iii3) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject Subject to the other terms and conditions hereofset forth herein and in the DIP Orders, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05Lender shall automatically, and reborrow under without further action or order of the Bankruptcy Court, be deemed on the Interim Order Entry Date to have “rolled-up” and refinanced as the Roll-Up Loan all Prepetition Obligations held by the Lender immediately prior to the Effective Date. The Roll-Up Loan shall be deemed fully funded in the amount of the Roll-Up Loan Commitment on the Effective Date, the Roll-Up Loan Commitment shall immediately terminate thereafter and the Roll-Up Loan shall be due and payable in accordance with the terms and conditions set forth in this Section 2.01Agreement as if originally funded hereunder on the Effective Date. Revolving On the Effective Date when the Roll-Up Loan is deemed funded, the outstanding aggregate amount of the Prepetition Loans may shall be Base Rate Loans or Eurocurrency Rate Loansautomatically and irrevocably deemed reduced by the amount of, as further provided hereinand refinanced by, such Roll-Up Loan deemed funded.

Appears in 1 contract

Samples: Superpriority Debtor in Possession Loan and Security Agreement (Novan, Inc.)

The Loans. Subject to (a) The Lenders who have issued a Revolving Loan Commitment agree, severally in accordance with their respective Commitment Ratios and not jointly, upon the terms and subject to the conditions set forth hereinof this Agreement, each Lender severally agrees to make loans lend and re-lend to each the Borrower, on and after the Agreement Date, amounts requested by the Borrower which, in the aggregate, do not exceed at any time the amount of the Revolving Borrowers Loan Commitment. Advances under the Revolving Loan Commitment may be repaid and reborrowed as provided in Section 2.2 hereof in order to reborrow Fixed Rate Advances for new Interest Periods or to otherwise effect changes in the Interest Rate Bases applicable to the Advances hereunder, provided, however, that there shall be no increase in the aggregate principal amount outstanding under the Revolving Loan Commitment at any time after the Conversion Date. (each such loanb) The Lenders who have agreed to make Term Loans agree, a "Revolving Loan") severally in Dollars or in one or more Alternative Currencies from time accordance with their respective Term Loan percentages as set forth on Schedule 2-B hereof and not jointly, upon the terms and subject to timethe conditions of this Agreement, to continue to lend to the Borrower, on any Business Day during the Availability PeriodAgreement Date, in an aggregate amount not to exceed $200,000,000. After the Agreement Date, the Term Loans will bear interest at any time outstanding the amount Eurodollar Basis as provided in Section 2.2 hereof. (c) The Borrower may also borrow up to $250,000,000 of such Lender's Commitment; providedAdditional Facility Indebtedness, however, that after giving effect subject to any Borrowing, the following conditions: (i) the aggregate Outstanding Amount of all Revolving Loans, plus Additional Facility Indebtedness shall be acceptable to the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus Majority Lenders and on terms and conditions no more favorable to the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to Borrower than the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) Loan Commitment and to refinance drawings under Letters of Credit for shall have a final maturity no earlier than the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's CommitmentMaturity Date; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) each Lender hereunder shall be offered the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender opportunity (but shall not exceed be obligated) to issue a commitment for its pro rata share of such Lender's Commitment, Additional Facility Indebtedness; and (iii) the Outstanding Amount of all Subsidiary L/C Additional Facility Indebtedness shall constitute Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower hereunder and shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to rank pari passu with the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinObligations.

Appears in 1 contract

Samples: Loan Agreement (Western Wireless Corp)

The Loans. (a) Subject to the terms and conditions set forth herein, each Term B Lender severally agrees to make a single loan to the Borrower on the Closing Date in an amount not to exceed such Term B Lender’s Term B Commitment. The Term B Borrowing shall consist of Term B Loans made simultaneously by the Term B Lenders in accordance with their respective Applicable Percentage of the Term B Facility. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. Term B Loans shall be denominated in Dollars and may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein. (b) Subject to the terms and conditions set forth herein, each Revolving Credit Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Credit Loan") to the Borrower in U.S. Dollars or an Alternative Currency, in one or more Alternative Currencies each case, from time to time, on any Business Day during the applicable Availability PeriodPeriod for the Revolving Credit Facility under which such Revolving Credit Lender has a Revolving Credit Commitment, in an aggregate amount not to exceed at any time outstanding the amount of such Revolving Credit Lender's ’s Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Total Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount Credit Outstandings shall not exceed the Aggregate aggregate amount of the Revolving Credit Lenders’ Revolving Credit Commitments at such time and (ii) the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, Revolving Credit Lender plus such Revolving Credit Lender's Pro Rata Share ’s Applicable Revolving Credit Percentage of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Revolving Credit Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make ’s Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, howeverfurther, that after giving effect solely for purposes of Revolving Credit Loans made on the Closing Date, amounts available to any such Borrowing, (i) be drawn under the Total Outstandings Revolving Credit Facility shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitbe greater than $100,000,000. Within the limits of each Revolving Credit Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans (x) denominated in U.S. Dollars may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans and (y) denominated in an Alternative Currency shall be Eurodollar Rate Loans, in each case, as further provided herein.

Appears in 1 contract

Samples: Credit Agreement (Bellring Brands, Inc.)

The Loans. Subject Each Bank agrees, individually and severally, and not jointly, to extend the following credit to Borrower, subject to the terms set forth herein: (a) RBC agrees, on the terms and conditions set forth hereinin this Agreement, each Lender severally agrees to make loans revolving loan Advances (including issuing letters of credit) to each or for the account of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies Borrower from time to time, on any Business Day time during the Availability PeriodRevolving Loan Period in amounts such that the aggregate principal amount of such revolving loan Advances (including the face amount of any letters of credit) under this loan at any one time outstanding will not exceed the RBC Maximum Primary Revolving Loan Amount (the “RBC Primary Revolving Loan”). Within the foregoing limit, in an aggregate amount not to exceed Borrower may borrow, prepay and reborrow such Advances at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of during the Revolving Loans of any LenderLoan Period. (b) RBC agrees, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to on the terms and conditions set forth hereinin this Agreement, each Lender severally agrees to make additional revolving loan Advances to or for the account of Borrower under a second revolving loan facility from time to time during the Revolving Loans Loan Period in amounts such that the aggregate principal amount of such revolving loan Advances at any one time outstanding will not exceed the RBC Maximum Secondary Revolving Loan Amount (without application of the Assumed Swingline “RBC Secondary Revolving Loan”). Within the foregoing limit, Borrower may borrow, prepay and reborrow such Advances at any time during the Revolving Loan AmountPeriod. (c) RBC agrees, on the terms and conditions set forth in this Agreement, to make a term loan to Borrower in an amount equal to its Pro Rata Share the RBC Term Loan Amount in a single advance on the date hereof (the “RBC Term Loan” and together with the RBC Primary Revolving Loan and the RBC Secondary Revolving Loan, the “RBC Loans”). Once repaid, principal of the Revolving Loans made RBC Term Loan cannot be reborrowed. (d) Regions agrees, on the terms and conditions set forth in this Agreement, to refinance Swingline Loans in accordance with Section 2.04(emake revolving loan Advances (including issuing letters of credit) and to refinance drawings under Letters of Credit or for the account of Subsidiary Swingline Borrowers which have not been reimbursed on Borrower from time to time during the Honor Date by Revolving Loan Period in amounts such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an that the aggregate principal amount not to exceed of such Lender's Commitment; provided, however, that after giving effect to revolving loan Advances (including the face amount of any such Borrowing, (iletters of credit) the Total Outstandings shall under this loan at any one time outstanding will not exceed the Aggregate Commitments, Regions Maximum Primary Revolving Loan Amount (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit“Regions Primary Revolving Loan”). Within the limits of each Lender's Commitmentforegoing limit, Borrower may borrow, prepay and subject to reborrow such Advances at any time during the other Revolving Loan Period. (e) Regions agrees, on the terms and conditions hereofset forth in this Agreement, to make additional revolving loan Advances to or for the account of Borrower under a second revolving loan facility from time to time during the Revolving Loan Period in amounts such that the aggregate principal amount of such revolving loan Advances at any one time outstanding will not exceed the Regions Maximum Secondary Revolving Loan Amount (the “Regions Secondary Revolving Loan”). Within the foregoing limit, Borrower may borrow, prepay and reborrow such Advances at any time during the Revolving Loan Period. (f) Regions agrees, on the terms and conditions set forth in this Agreement, to make a term loan to Borrower in an amount equal to the Regions Term Loan Amount in a single advance on the date hereof (the “Regions Term Loan” and together with the Regions Primary Revolving Loan and the Regions Secondary Revolving Loan, the Borrowers may borrow under this Section 2.01“Regions Loans”). Once repaid, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may principal of the Regions Term Loan cannot be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinreborrowed.

Appears in 1 contract

Samples: Loan and Security Agreement (Video Display Corp)

The Loans. Subject to the terms and conditions set forth herein and in Amendment No. 1, each Tranche B-1 Term Loan Lender severally agreed to make term loans (each such loan, a “Tranche B-1 Term Loan”) to the Borrowers on the Amendment No. 1 Funding Date in Dollars in an aggregate amount of up to such Tranche B-1 Term Loan Lender’s Tranche B-1 Term Loan Commitment. Subject to the terms and conditions set forth herein and in Amendment No. 3, each 2021-1 Incremental Term Lender severally agrees to make term loans (each such loan, a “2021-1 Incremental Term Loan”) to the Borrowers on the Amendment No. 3 Funding Date in Dollars in an aggregate amount not in excess of such 2021-1 Incremental Term Lender’s 2021-1 Incremental Term Loan Commitment, which 2021-1 Incremental Term Loans shall be established through an increase to, and be part of the same Tranche as and fungible with, the Tranche B-1 Term Loans funded on the Amendment No. 1 Funding Date. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans (x) denominated in Dollars may be Base Rate Loans or Eurocurrency Rate Loans, (y) denominated in Euros shall be Eurocurrency Rate Loans and (z) denominated in Pounds Sterling shall be RFR Loans, in each case, as further provided herein. Subject to the terms and conditions set forth herein, each Initial Revolving Credit Lender severally agrees to make revolving loans to each of the Revolving Borrowers (each such loan, a "an “Initial Revolving Credit Loan") in Dollars or in one or more an Alternative Currencies Currency to a Borrower from time to time, on any Business Day during the Initial Availability Period, in an aggregate amount not to exceed up to, at any time outstanding the amount of outstanding, such Initial Revolving Credit Lender's ’s Initial Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Total Revolving Credit Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Revolving Credit Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers a Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans (w) denominated in Dollars may be Base Rate Loans or Eurocurrency Rate Loans, (x) denominated in Euros shall be Eurocurrency Rate Loans, (y) denominated in Pounds Sterling shall be RFR Loans and (z) denominated in Yen shall be XXXX Loans (and for the avoidance of doubt, RFR Loans), as further provided herein. Each Revolving Credit Borrowing (including any deemed Revolving Credit Borrowings made pursuant to Section 2.03) shall be allocated pro rata among the outstanding Tranches of Revolving Credit Commitments.

Appears in 1 contract

Samples: Credit Agreement (Element Solutions Inc)

The Loans. (a) Subject to the terms and conditions set forth herein, each eachThe Additional Term B-3 Lender severally agrees to make a term loan (in an aggregate principal amount equal to the Additional Term B-3 Commitment) to the Borrower on the Closing Date loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") denominated in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided’s Initial CommitmentAmendment No. 2 Effective Date in a single advance in Dollars (together with each Converted Initial Loan converted into a Term B-3 Loan and each Converted Term B-2 Loan converted into a Term B-3 Loan as contemplated by clauses (B) and (C) of this Section 2.01(a)(i), however, that after giving effect to any Borrowingthe “Term B-3 Loans”), (iB) each Converted Initial Loan of each Initial Converting Lender shall be converted into a Term B-3 Loan of such Lender effective as of the aggregate Outstanding Amount Amendment No. 2 Effective Date in a principal amount equal to the principal amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline such Initial Lender’s Converted Initial Loan Amount shall not exceed the Aggregate Commitments immediately prior to such conversion and (iiC) the aggregate Outstanding Amount each Converted Term B-2 Loan of each Term B-2 Converting Lender shall be converted into a Term B-3 Loan of such Lender effective as of the Revolving Loans Amendment No. 2 Effective Date in a principal amount equal to the principal amount of any such Term B-2 Lender, plus ’s Converted Term B-2 Loan immediately prior to such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations conversion; and (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, b) subject to the terms and conditions set forth hereinin any Incremental Amendment or Refinancing Amendment providing for, as applicable, the making, exchange, renewal, replacement or refinancing of Loans, each Lender party thereto severally agrees to make Revolving to, as applicable, make, exchange, renew, replace or refinance Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, date specified therein in an aggregate amount not to exceed the amount of such Lender's Commitment; provided’s Commitment as set forth therein. Amounts borrowed, howeverexchanged, that after giving effect to any such Borrowingrenewed, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow replaced or refinanced under this Section 2.01, prepay under Section 2.05, 2.01 and reborrow under this Section 2.01repaid or prepaid may not be reborrowed. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein.

Appears in 1 contract

Samples: Second Lien Credit Agreement (Portillo's Inc.)

The Loans. Section 2.01 Commitments. (a) Subject to the terms and ----------- conditions and relying upon the representations and warranties herein set forth herein, forth: (i) each Revolving A Loan Lender severally agrees to make loans Revolving A Loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies at any time and from time to timetime from the Effective Date to the Final Maturity Date, on any Business Day during or until the Availability Periodearlier reduction of its Revolving A Credit Commitment to zero in accordance with the terms hereof, in an aggregate principal amount not to exceed of Revolving A Loans at any time outstanding not to exceed the amount of such Lender's Revolving A Credit Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and ; (ii) the aggregate Outstanding Amount of the each Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline B Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving B Loans (without application to the Borrowers at any time and from time to time from the Effective Date to the Final Maturity Date, or until the earlier reduction of the Assumed Swingline Loan Amount) in an amount equal its Revolving B Credit Commitment to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans zero in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each caseterms hereof, in an aggregate principal amount of Revolving B Loans at any time outstanding not to exceed the amount of such Lender's Revolving B Credit Commitment; providedand (iii) each Revolving C Loan Lender severally agrees to make Revolving C Loans to the Borrowers at any time and from time to time from the Effective Date to the Final Maturity Date, howeveror until the earlier reduction of its Revolving C Credit Commitment to zero in accordance with the terms hereof, that after giving effect in an aggregate principal amount of Revolving C Loans at any time outstanding not to any exceed the amount of such Borrowing, Lender's Revolving C Credit Commitment. (b) Notwithstanding the foregoing, (i) the Total Outstandings aggregate principal amount of Revolving A Loans outstanding at any time to the Borrowers shall not exceed the Aggregate Commitments, difference between (A) the lesser of (x) the Total Revolving A Credit Commitment and (y) the then current Borrowing Base and (B) the aggregate Letter of Credit Obligations; (ii) the aggregate Outstanding Amount principal amount of all Revolving B Loans of outstanding at any Lender, plus time to the aggregate Outstanding Amount of all L/C Obligations of any Lender Borrowers shall not exceed such Lender's the Total Revolving B Credit Commitment, and ; (iii) the Outstanding Amount aggregate principal amount of all Subsidiary L/Revolving C Obligations of such Subsidiary Swingline Borrower, plus Loans outstanding at any time to the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower Borrowers shall not exceed the Total Revolving C Credit Commitment; (A) the Revolving A Loans and the Revolving B Loans shall be available only at such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within times as the limits Total Revolving C Credit Commitment is fully utilized and (B) the Revolving A Loans shall be available only at such times as each of the Total Revolving B Credit Commitment and the Total Revolving C Credit Commitment is fully utilized; (v) each Lender's of the Revolving A Credit Commitment, the Revolving B Credit Commitment and subject the Revolving C Credit Commitment shall automatically and permanently be reduced to zero on the other terms and conditions hereofFinal Maturity Date; and (vi) within the foregoing limits, the Borrowers may borrow under this Section 2.01borrow, prepay under Section 2.05, repay and reborrow under this Section 2.01. Revolving Loans, on or after the Effective Date and prior to the Final Maturity Date, subject to the terms, provisions and limitations set forth herein. (c) The Lenders shall have no obligation to make any Revolving Loans may be Base Rate Loans if, either immediately before or Eurocurrency Rate after giving effect to such Revolving Loans, the aggregate amount of the Revolving Loans plus the Letter of Credit Obligations exceeds or will exceed either (i) the amount of Indebtedness permitted to be incurred under clauses (i) and (xvi) of the second paragraph of Sections 4.09 of the 2009 Note Indenture or (ii) an amount equal to the amount of Indebtedness secured by the Collateral (giving effect to the terms of the Loan Documents) the incurrence of which would cause the granting of an equal and ratable Lien in favor of the 2009 Note Trustee for the benefit of the 2009 Note Holders, the 1997 Trustee for the benefit of the holders of the 1997 Debentures and/or with any agent under the Euro Indenture for the benefit of the holders of the Euro Notes (the amount of any such excess over the lesser of clauses (i) and (ii) is hereafter referred to as further provided herein.the "Indenture Deficit"). -----------------

Appears in 1 contract

Samples: Financing Agreement (Solutia Inc)

The Loans. (a) Term A US BorrowingsBorrowing. Subject to the terms and conditions set forth hereinhereinOn the 2021 Refinancing Amendment Effective Date, subject to and in accordance with the terms of the 2021 Refinancing Amendment, each Term A US Lender severally agrees to make up to threemade (or extended or renewed, as applicable, with respect to term A loans outstanding under this Agreement immediately prior to each of the Revolving Borrowers (each 2021 Refinancing Amendment Effective Date, such loan, that such term A loans were extended or renewed as Term A US Loans hereunder) a "Revolving Loan") single loan in Dollars or in one or more Alternative Currencies to the Company from time to time, on any Business Day during the Availability PeriodPeriod for the Term A Facility, in an ​ ​ aggregate amount for all such drawings not to exceed at any time outstanding the amount of such Term A US Lender's ’s Term A US Commitment; provided, however, that after giving effect to any Term A US Borrowing, (i) the aggregate Outstanding Amount principal amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount Term A US Borrowings shall not exceed the Aggregate aggregate Term A US Commitments of all Term A US Lenders and (ii) the aggregate Outstanding Amount principal amount of the Revolving Loans all Term A US Borrowings of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount Term A US Lender shall not exceed exceedequal to such Term A US Lender's ’s Term A US Commitment. Notwithstanding EachThe Term A US Borrowing shall consistconsists of Term A US Loans made simultaneously by the foregoing sentenceTerm A US Lenders in accordance with their respective Term A US Commitments, subject pursuant to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit2021 Refinancing Amendment. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay 2.01(a)the Term A US Facility on the 2021 Refinancing Amendment Effective Date and repaid or prepaid may not be reborrowed. The Term A US Loans made pursuant to the Term A US Borrowings under Section 2.05, and reborrow under this Section 2.01the 2021 Refinancing Amendment shall constitute a single Term A US Facility. Revolving Term A US Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein. (b) [Reserved.]

Appears in 1 contract

Samples: Credit Agreement (Aecom)

The Loans. (a) Subject to the terms and conditions set forth hereinhereof, each Lender Bank severally agrees to make loans Loans to each of the Revolving Borrowers (each such loanCompany, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, time until the close of business on any Business Day during the Availability PeriodTermination Date, in an such sums as the Company may request; PROVIDED that the aggregate principal amount not of all Loans to exceed the Company at any one time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount hereunder shall not exceed the Aggregate Commitments Commitment Amount LESS the amount of all then outstanding Loans of the Borrowing Subsidiaries LESS the Overdraft Amount and (ii) LESS the aggregate Outstanding Maximum Drawing Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under outstanding Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of and all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency SublimitUnpaid Reimbursement Obligations. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Such Loans may be Base Rate Loans or Eurocurrency Loans, as the Company may elect. Subject to the terms and conditions hereof, the Banks will also make Loans to any Borrowing Subsidiary, from time to time until the close of business on the Termination Date, in such sums as such Borrowing Subsidiary may request; PROVIDED that the aggregate principal amount of all Loans to such Borrowing Subsidiary at any one time outstanding hereunder shall not exceed the Commitment Amount LESS the amount of all then outstanding Loans of the Company and all other Borrowing Subsidiaries LESS the Overdraft Amount and LESS the Maximum Drawing Amount of outstanding Letters of Credit and all Unpaid Reimbursement Obligations. Such Loans may be Base Rate Loans or Eurocurrency Loans, as such Borrowing Subsidiary shall elect. Within the above limitations, the Company and the Borrowing Subsidiaries may borrow, prepay pursuant to Section 2.11 and reborrow, from the date of this Agreement until the Termination Date, the full amount of the Commitment Amount or any lesser sum that is, in the case of Base Rate Loans, as further at least $50,000 and an integral multiple of $10,000 and, in the case of Eurocurrency Loans, at least $500,000 and an integral multiple of $10,000. Any Loan not repaid by the Termination Date shall be due and payable on the Termination Date. (b) Provided that no Default shall have occurred and be continuing, the Company may convert all or any part (in the case of Base Rate Loans, in a minimum amount of $50,000 and an integral multiple of $10,000 and, in the case of Eurocurrency Loans, in a minimum amount of $500,000 and an integral multiple of $10,000) of any outstanding Loan into a Loan of any other type provided hereinfor in this Agreement in the same aggregate principal amount, on any Business Day (which, in the case of a conversion of a Eurocurrency Loan, shall be the last day of the Interest Period applicable to such Eurocurrency Loan). The Company shall give the Agent prior notice of each such conversion (which notice shall be effective upon receipt) in accordance with Section 2.3. (c) For purposes of determining whether the amount of any requested borrowing, when added to the aggregate principal amount of all then outstanding Loans, would exceed the Commitment Amount, the amount of each outstanding Eurocurrency Loan denominated in an Alternative Currency shall be deemed to be the Dollar Equivalent of such Loan on the date of the requested borrowing.

Appears in 1 contract

Samples: Secured Revolving Credit Agreement (Picturetel Corp)

The Loans. (a) The Initial Term Loans; 2021 Additional Term Loans (i) Subject to the terms and conditions set forth herein, each Initial Term Lender made to the SPV Borrower the Initial Term Loans denominated in Dollars, on the Closing Date in an aggregate amount not to exceed for any such Initial Term Lender, the Initial Term Commitment of such Initial Term Lender as of the date of such Borrowing (immediately prior to giving effect thereto). (ii) Subject to the terms and conditions set forth under the 2021 Additional Facility Joinder Agreement, each 2021 Additional Term Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") SPV Borrower the 2021 Additional Term Loans denominated in Dollars or in one or more Alternative Currencies from time to timeDollars, on any Business Day during the 2021 Additional Term Availability Period, in an aggregate amount not to exceed at (1) for any time outstanding such 2021 Additional Term Lender, the amount 2021 Additional Term Commitment of such Lender's Commitment; provided, however, that after 2021 Additional Term Lender as of the date of such Borrowing (immediately prior to giving effect thereto) and (2) in the aggregate, the Total 2021 Additional Term Commitment as of the date of such Borrowing (immediately prior to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligationsgiving effect thereto), plus the Assumed Swingline each such 2021 Additional Term Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lenderto be funded by each such 2021 Additional Term Lender on a pro rata basis, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters the percentage of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's 2021 Additional Term Commitment represented by its 2021 Additional Term Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving The 2021 Additional Term Loans may be Base Rate Loans, Eurocurrency Rate Loans or Eurocurrency Rate SOFR Loans, as further provided herein. The 2021 Additional Term Loans shall have the same terms and shall be treated as a single Class for all purposes. 2021 Additional Term Loans borrowed, exchanged, renewed, replaced or refinanced under this Section 2.01(a) and repaid or prepaid may not be reborrowed.

Appears in 1 contract

Samples: Credit Agreement (Liberty Latin America Ltd.)

The Loans. (a) Subject to the terms and conditions set forth herein, on the Effective Date, each Lender severally agrees agreed to make continue certain term loans to each of (the Revolving Borrowers (each such loan, a "Revolving Loan"“Initial Loans”) in Dollars or in one or more Alternative Currencies from time to time, on any Business Day during the Availability Period, in an aggregate principal amount not to exceed at any time outstanding the amount of set forth opposite such Lender's ’s name in Schedule 2.01(a) (such amount being referred to herein as such Lender’s “Initial Commitment; provided”). For the avoidance of doubt, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount as of the Revolving Loans Fifteenth Amendment Effective Date, the Initial Commitment of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations each Lender shall be $0. (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject b) Subject to the terms and conditions set forth hereinherein and in the Second Amendment, on the Second Amendment Effective Date, each Lender severally agrees to make Revolving 2021 Term Loans (without application of the Assumed Swingline Loan Amount) in an aggregate principal amount equal to its Pro Rata Share 2021 Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Revolving Loans made Fifteenth Amendment Effective Date, the 2021 Term Loan Commitment of each Lender shall be $0. (c) Subject to refinance Swingline Loans the terms and conditions set forth herein and in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed Third Amendment, on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)Third Amendment Effective Date, in each case, Lender agrees to make 2021 Additional Term Loans in an aggregate principal amount not equal to exceed its 2021 Additional Term Loan Commitment as set forth opposite such Lender's Commitment; provided’s name in Schedule 2.01(a). For the avoidance of doubt, howeveras of the Fifteenth Amendment Effective Date, that after giving effect the 2021 Additional Term Loan Commitment of each Lender shall be $0. (d) Subject to any the terms and conditions set forth herein and in the Fourth Amendment, on the Fourth Amendment Effective Date, each Lender agrees to make 2021 New Term Loans in an aggregate principal amount equal to its 2021 New Term Loan Commitment as set forth opposite such BorrowingLender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the 2021 New Term Loan Commitment of each Lender shall be $0. (e) Subject to the terms and conditions set forth herein and in the Fifth Amendment, on the Fifth Amendment Effective Date, each Lender agrees to make 2021 October New Term Loans in an aggregate principal amount equal to its 2021 October New Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the 2021 October New Term Loan Commitment of each Lender shall be $0. (f) Subject to the terms and conditions set forth herein and in the Sixth Amendment, on the Sixth Amendment Effective Date, each Lender agrees to make Sixth Amendment Term Loans in an aggregate principal amount equal to its Sixth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Sixth Amendment Term Loan Commitment of each Lender shall be $0. (g) Subject to the terms and conditions set forth herein and in the Seventh Amendment, on the Seventh Amendment Effective Date, each Lender agrees to make Seventh Amendment Term Loans in an aggregate principal amount equal to its Seventh Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Seventh Amendment Term Loan Commitment of each Lender shall be $0. (h) Subject to the terms and conditions set forth herein and in the Eighth Amendment, on the Eighth Amendment Effective Date, each Lender agrees to make Eighth Amendment Term Loans in an aggregate principal amount equal to its Eighth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Eighth Amendment Term Loan Commitment of each Lender shall be $0. (i) Subject to the terms and conditions set forth herein and in the Ninth Amendment, on the Ninth Amendment Effective Date, each Lender agrees to make Ninth Amendment Term Loans in an aggregate principal amount equal to its Ninth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Ninth Amendment Term Loan Commitment of each Lender shall be $0. (j) Subject to the terms and conditions set forth herein and in the Tenth Amendment, on the Tenth Amendment Effective Date, each Lender agrees to make Tenth Amendment Term Loans in an aggregate principal amount equal to its Tenth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Tenth Amendment Term Loan Commitment of each Lender shall be $0. (k) Subject to the terms and conditions set forth herein and in the Eleventh Amendment, on the Eleventh Amendment Effective Date, each Lender agrees to make Eleventh Amendment Term Loans in an aggregate principal amount equal to its Eleventh Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Eleventh Amendment Term Loan Commitment of each Lender shall be $0. (l) Subject to the terms and conditions set forth herein and in the Twelfth Amendment, on the Twelfth Amendment Effective Date, each Lender agrees to make Twelfth Amendment Term Loans in an aggregate principal amount equal to its Twelfth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Twelfth Amendment Term Loan Commitment of each Lender shall be $0. (m) Subject to the terms and conditions set forth herein and in the Thirteenth Amendment, on the Thirteenth Amendment Effective Date, each Lender agrees to make Thirteenth Amendment Term Loans in an aggregate principal amount equal to its Thirteenth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Thirteenth Amendment Term Loan Commitment of each Lender shall be $0. (n) Subject to the terms and conditions set forth herein and in the Fourteenth Amendment, on the Fourteenth Amendment Effective Date, each Lender agrees to make Fourteenth Amendment Term Loans in an aggregate principal amount equal to its Fourteenth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). For the avoidance of doubt, as of the Fifteenth Amendment Effective Date, the Fourteenth Amendment Term Loan Commitment of each Lender shall be $0. (o) Subject to the terms and conditions set forth herein and in the Fifteenth Amendment, on the Fifteenth Amendment Effective Date, each Lender agrees to make Fifteenth Amendment Term Loans in an aggregate principal amount equal to its Fifteenth Amendment Term Loan Commitment as set forth opposite such Lender’s name in Schedule 2.01(a). (p) Amounts borrowed under this Section 2.01 and repaid or prepaid may not be re-borrowed. (q) All the outstanding principal amount of (i) the Total Outstandings Last Out Loans, together with all accrued and unpaid interest thereon, and any fees and other amounts payable hereunder, shall not exceed be due and payable on the Aggregate Commitments, earlier of (iix) the aggregate Outstanding Amount Last Out Maturity Date and (y) the date of the acceleration of the Loans pursuant to Section 8.02. (r) All the outstanding principal amount of the First Out Loans, together with all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitmentaccrued and unpaid interest thereon, and any fees and other amounts payable hereunder, shall be due and payable on the earlier of (iiix) the Outstanding Amount First Out Maturity Date and (y) the date of all Subsidiary L/C Obligations the acceleration of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject pursuant to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein8.02.

Appears in 1 contract

Samples: Senior Secured Credit Agreement (Bright Mountain Media, Inc.)

The Loans. (a) Prior to the Closing Date, the Lenders made certain term loans (the “Existing Loans”) to the Borrower pursuant to the Existing Credit Agreement. Subject to the terms and conditions set forth hereinhereof, each Lender that is an Existing Loan Lender severally agrees to make loans continue on the Closing Date the Existing Loans made by such Lender to each of the Revolving Borrowers Borrower pursuant to the Existing Credit Agreement and outstanding on the Closing Date (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time immediately prior to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowingthis Agreement) as Loans hereunder. (b) Each Lender agrees (severally, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligationsnot jointly or jointly and severally), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth hereinof this Agreement, each Lender severally agrees (i) to make Revolving Loans term loans (without application of the Assumed Swingline “Incremental Term Loans”) to the Borrower from time to time during the Incremental Term Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, Availability Period in an aggregate principal amount not to exceed such Lender's ’s Incremental Term Loan Commitment and (ii) to make term loans (the “Incremental Delayed Draw Term Loans”) to the Borrower from time to time during the Incremental Delayed Draw Term Loan Availability Period in an aggregate principal amount not to exceed such Lender’s Incremental Delayed Draw Term Loan Commitment; provided. Unless previously terminated, however, that after giving effect the Incremental Term Loan Commitments shall automatically terminate on the earlier to any such Borrowing, occur of (i) in the Total Outstandings event the Incremental Term Loans are funded in full, upon the making of such Incremental Term Loans in an aggregate amount equal to the Incremental Term Loan Commitments, and (ii) August 1, 2023 (whether or not drawn). Unless previously terminated, the Incremental Delayed Draw Term Loan Commitments shall not exceed automatically terminate (i) in the Aggregate Commitmentsevent an Incremental Delayed Draw Term Loan is funded, upon the making of such Incremental Delayed Draw Term Loan in a corresponding amount, (ii) upon the aggregate Outstanding Amount making of all the third Borrowing of Incremental Delayed Draw Term Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, pursuant to Section 2.3(a) and (iii) in any event, on the Outstanding Amount of all Subsidiary L/C Obligations Incremental Loan Maturity Date. (c) The Existing Loans made by each Lender may, at the request of such Subsidiary Swingline BorrowerLender, plus be evidenced by a single promissory note payable to such Lender, substantially in the Outstanding Amount form of all Swingline Exhibit A-1 (as amended, restated, supplemented or otherwise modified from time to time, an “Existing Loan Note” and, collectively, the “Existing Loan Notes”), executed by Xxxxxxxx and delivered to such Lender in a stated maximum principal amount equal to such Lender’s Existing Loan. (d) The Incremental Loans made by each Lender may, at the request of such Subsidiary Swingline Lender, be evidenced by a single promissory note payable to such Lender, substantially in the form of Exhibit A-2 (as amended, restated, supplemented or otherwise modified from time to time, an “Incremental Loan Note” and, collectively, the “Incremental Loan Notes”), executed by Borrower shall not exceed and delivered to such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within Lender in a stated maximum principal amount equal to such Lender’s Existing Loan. (e) Borrower hereby promises to pay all of the limits of each Lender's CommitmentLoans and all other Obligations in respect thereof (including principal, interest, fees, costs, and subject expenses payable under this Agreement and the other Loan Documents) in full on the applicable Termination Date or, if earlier, on the date on which the Loans and the Obligations become due and payable pursuant to the other terms and conditions hereofof this Agreement. Once prepaid or repaid, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may not be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinreborrowed.

Appears in 1 contract

Samples: Term Loan Credit Agreement (Team Inc)

The Loans. (a) Subject to the terms and conditions set forth herein, each Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Tranche A Credit Loan") in Dollars or in one or more Alternative Currencies to the Borrower from time to time, on any Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's ’s Commitment; provided, however, that after giving effect to any Revolving Tranche A Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount Total Outstandings shall not exceed the Aggregate Commitments Commitments, and (ii) the aggregate Outstanding Amount of the Revolving Loans Credit Exposure of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount Lender shall not exceed such Lender's ’s Commitment. Notwithstanding Within the foregoing sentencelimits of each Lender’s Commitment, and subject to the other terms and conditions hereof, the Borrower may borrow under this Section 2.01(a), prepay under Section 2.05, and reborrow under this Section 2.01(a). Revolving Tranche A Credit Loans may be Base Rate Loans or Eurodollar Rate Loans, as further provided herein. (b) Subject to the terms and conditions set forth herein, each Lender severally agrees to make a loan (each such loan, a “Revolving Loans (without application of Tranche B Credit Loan”) to the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed Borrower on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c)IPO Closing Date, in each casewhich date must be a Business Day during the Availability Period, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's ’s Commitment; provided, however, that (x) after giving effect to any such Revolving Tranche B Credit Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations Revolving Credit Exposure of any Lender shall not exceed such Lender's Commitment, ’s Commitment and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower Total Tranche B Outstandings shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, Revolving Tranche B Sublimit and subject (y) it shall be a condition to the other terms and conditions hereofLenders’ obligations to make the Revolving Tranche B Loan that, substantially contemporaneously with the funding thereof, the Borrowers may borrow under this Section 2.01, prepay Borrower shall make the mandatory prepayment required under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein2.05(b)(iv) hereof.

Appears in 1 contract

Samples: Credit Agreement

The Loans. Subject to (a) The Lenders who have issued a Revolving Loan Commitment agree, severally in accordance with their respective Commitment Ratios for the Revolving Loan Commitment and not jointly, upon the terms and subject to the conditions set forth hereinof this Agreement, each Lender severally agrees to make loans lend and re-lend to each the Borrower, on and after the Agreement Date (provided that the Term Loans have been fully drawn), amounts requested by the Borrower which, in the aggregate, do not exceed at any time the amount of the Revolving Borrowers Loan Commitment. Advances under the Revolving Loan Commitment may be repaid and reborrowed as provided in Section 2.2 hereof in order to reborrow Eurodollar Advances for new Interest Periods, to effect changes in the Interest Rate Bases applicable to the Advances hereunder, or otherwise. Revolving Loans will bear interest at the Eurodollar Basis or the Base Rate Basis as provided in Section 2.3 hereof. (each such loanb) The Lenders who have agreed to make Tranche A Term Loans agree, a "Revolving Loan") severally in Dollars or in one or more Alternative Currencies from time accordance with their respective Commitment Ratios for the Tranche A Term Loan Commitment and not jointly, upon the terms and subject to timethe conditions of this Agreement, to lend to the Borrower, on any Business Day during the Availability Periodor prior to December 31, 1998, in multiple Advances, an aggregate amount not to exceed $250,000,000. Tranche A Term Loans will bear interest at any time outstanding the Eurodollar Basis or the Base Rate Basis as provided in Section 2.3 hereof. (c) The Lenders who have agreed to make Tranche B Term Loans agree, severally and in accordance with their respective Commitment Ratios for the Tranche B Term Loan Commitment and not jointly, upon the terms and subject to the conditions of this Agreement, to lend to the Borrower on the Agreement Date, an amount not to exceed $250,000,000. Tranche B Term Loans will bear interest at the Eurodollar Basis or the Base Rate Basis as provided in Section 2.3 hereof. (d) The Borrower may also borrow up to $200,000,000 of such Lender's Commitment; providedAdditional Facility Indebtedness, however, that after giving effect subject to any Borrowing, the following conditions: (i) the aggregate Outstanding Amount of all Revolving Loans, plus Additional Facility Indebtedness shall be acceptable to the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus Majority Lenders and on terms and conditions no more favorable to the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to Borrower than the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of Tranche B Term Loans and shall have a final maturity no earlier than the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's CommitmentFinal Maturity Date; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) each Lender hereunder shall be offered the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender opportunity (but shall not exceed be obligated) to issue a commitment for its pro rata share of such Lender's Commitment, Additional Facility Indebtedness; and (iii) the Outstanding Amount of all Subsidiary L/C Additional Facility Indebtedness shall constitute Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower hereunder and shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to rank pari passu with the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinObligations.

Appears in 1 contract

Samples: Loan Agreement (Western Wireless Corp)

The Loans. Subject The Borrowers shall repay to the terms and conditions set forth herein, each Lender severally agrees to make loans to each Term Facility Administrative Agent for the ratable account of the Revolving Borrowers 2017 Incremental Refinancing B-1 Term Facility Lenders (each such loan, a "Revolving Loan"A) in Dollars or in one or more Alternative Currencies from time to time, on any the last Business Day during of each March, June, September and December commencing the Availability Periodlast Business Day of the first full fiscal quarter following the 2017 Incremental Amendment Effective Date, in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an principal amount equal to its Pro Rata Share 0.25% of the Revolving aggregate principal amount of all 2017 Incremental Refinancing B-1 Term Loans made to refinance Swingline Loans advanced on the 2017 Incremental Amendment Effective Date (which payments shall be reduced as a result of the application of prepayments in accordance with Section 2.04(e2.5(a) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c2.5(b)(iv), in each case, in solely to the extent of any such amounts applied to the prepayment of the 2017 Incremental Refinancing B-1 Term Loans) and (B) on the Maturity Date for the 2017 Incremental Refinancing B-1 Term Loans, the aggregate principal amount of all 2017 Incremental Refinancing B-1 Term Loans outstanding on such date. The Borrower shall repay to the Term Facility Administrative Agent for the ratable account of the 2017 Incremental Refinancing B-2 Term Facility Lenders (A) on the last Business Day of each March, June, September and December commencing the last Business Day of the first full fiscal quarter following the 2017 Incremental Amendment Effective Date, an aggregate principal amount not equal to exceed such Lender's Commitment; provided0.25% of the aggregate principal amount of all 2017 Incremental Refinancing B-2 Term Loans advanced on the 2017 Incremental Amendment Effective Date (which payments shall be reduced as a result of the application of prepayments in accordance with Section 2.5(a) and Section 2.5(b)(iv), howeverin each case, that after giving effect solely to the extent of any such Borrowingamounts applied to the prepayment of the 2017 Incremental Refinancing B-2 Term Loans) and (B) on the Maturity Date for the 2017 Incremental Refinancing B-2 Term Loans, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount principal amount of all 2017 Incremental Refinancing B-2 Term Loans outstanding on such date. The Borrowers shall repay to the Term Facility Administrative Agent for the ratable account of the 2017 Incremental Acquisition Term Facility Lenders (A) on the last Business Day of each March, June, September and December commencing the last Business Day of the first full fiscal quarter following the 2017 Incremental Amendment Closing Date, an aggregate principal amount equal to 0.25% of the aggregate principal amount of all 2017 Incremental Acquisition Term Loans advanced on the 2017 Incremental Amendment Closing Date (which payments shall be reduced as a result of the application of prepayments in accordance with Section 2.5(a) and Section 2.5(b)(iv), in each case, solely to the extent of any Lendersuch amounts applied to the prepayment of the 2017 Incremental Acquisition Term Loans) and (B) on the Maturity Date for the 2017 Incremental Acquisition Term Loans, plus the aggregate Outstanding Amount principal amount of all L/C Obligations 2017 Incremental Acquisition Term Loans outstanding on such date.” (n) Section 2.12 of any Lender shall not exceed the Credit Agreement is hereby amended by amending and restating such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, section as further provided herein.follows:

Appears in 1 contract

Samples: Credit Agreement (Zayo Group LLC)

The Loans. (a) Subject to the terms and conditions set forth herein, (i) each Term Loan Lender severally agrees to make loans to each of the Revolving Borrowers (each such loan, a "Revolving Loan") single Term Loan in Dollars or to Borrower on the Closing Date (which shall be a Business Day), in one or more Alternative Currencies an aggregate amount not to exceed $185,000,000 and (ii) each Term Loan Lender severally agrees to make Term Loans in Dollars to Borrower from time to time, on any Business Day during the Availability Term Loan Commitment Period, in an aggregate amount but not to exceed at any more than one time outstanding per calendar month (excluding the amount initial advance of such Lender's CommitmentTerm Loans on the Closing Date); provided, however, that after giving effect to any Borrowing, (iA) the aggregate Outstanding Amount principal amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount outstanding Term Loans shall not exceed the Aggregate Commitments Term Loan Commitment, and (iiB) each Lender’s Applicable Percentage of the aggregate Outstanding Amount principal amount of the Revolving outstanding Term Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's ’s Term Loan Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's ’s Term Loan Commitment, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow Term Loans pursuant to this Section 2.1, and prepay Term Loans pursuant to Section 2.6. Term Loans repaid or prepaid may not be reborrowed. 35 [OPAL Fuels Credit Agreement] (b) Subject to the terms and conditions set forth herein, each Revolving Lender severally agrees to make Revolving Loans to Borrower from time to time, on any Business Day during the Revolving Credit Commitment Period; provided, however, that after giving effect to any Borrowing, (A) the Total Revolving Credit Outstandings shall not exceed the aggregate Revolving Credit Commitment, and (B) the Revolving Credit Exposure shall not exceed such Revolving Lender’s Revolving Credit Commitment. Within the limits of each Lender’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, Borrower may borrow Revolving Loans under this Section 2.012.1(b), prepay under Revolving Loans pursuant to Section 2.05, 2.6 and reborrow under re-borrow Revolving Loans pursuant to this Section 2.01. Revolving 2.1(b). (c) Loans may be Base Rate Loans or Eurocurrency Rate SOFR Loans, as further provided herein.

Appears in 1 contract

Samples: Credit and Guarantee Agreement (OPAL Fuels Inc.)

The Loans. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Loan Lender severally agrees to make term loans (each such loan, an “Initial Term Loan”) to the Initial Borrower on the Closing Date in Dollars in the aggregate amount of such Term Loan Lender’s Term Loan Commitment and, (ii) each 2020 Incremental Term Loan Lender severally agrees to make 2020 Incremental Term Loans to the Initial Borrower on the 2020 Incremental Amendment Effective Date in Dollars in an aggregate amount of up to such 2020 Incremental Term Loan Lender’s 2020 Incremental Term Loan Commitment. and (iii) each 2021 Incremental Term Loan Lender severally agrees to make 2021 Incremental Term Loans to the Borrower on the 2021 Incremental Amendment Funding Date in Dollars in an aggregate amount of up to such 2021 Incremental Term Loan Lender’s 2021 Incremental Term Loan Commitment. (b) Subject to the terms and conditions set forth herein, each Initial Revolving Credit Lender severally agrees to make revolving loans to each of the Revolving Borrowers (each such loan, a "an “Initial Revolving Credit Loan") in Dollars or in one or more an Alternative Currencies Currency to athe Borrower from time to time, on any Business Day during the Initial Availability Period, in an aggregate amount not to exceed up to, at any time outstanding the amount of outstanding, such Initial Revolving Credit Lender's ’s Initial Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Total Revolving Credit Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Revolving Credit Lender's ’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers a Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans or or, Eurocurrency Rate Loans or RFR Loans, as further provided herein. Each Revolving Credit Borrowing (including any deemed Revolving Credit Borrowings made pursuant to Section 2.03) shall be allocated pro rata among the outstanding Tranches of Revolving Credit Commitments. Revolving Credit Loans denominated in Pounds Sterling shall be RFR Loans.

Appears in 1 contract

Samples: Credit Agreement (APi Group Corp)

The Loans. (a) Subject to the terms and conditions set forth hereinhereof, each Lender Tranche A Bank severally agrees to make loans to each of the Revolving Borrowers in U.S. Dollars (each such loaneach, a "Revolving “Tranche A Loan") in Dollars or in one or more Alternative Currencies from time to time, the Borrower on any Business Day during the Availability Period, in an aggregate amount not to exceed such Tranche A Bank’s Tranche A Commitment at any such time outstanding and, as to all Tranche A Banks, in an aggregate principal amount up to but not exceeding the aggregate total amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount all Tranche A Commitments listed on Schedule I. The Tranche A Facility shall consist of all Revolving Tranche A Loans, plus each such loan made simultaneously by the aggregate Outstanding Amount of all L/C Obligations Tranche A Banks ratably according to their Tranche A Commitments. Amounts borrowed under this Section 2.01(a) and repaid or prepaid may not be reborrowed. (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (iib) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject Subject to the terms and conditions set forth hereinhereof, each Lender Tranche B Bank severally agrees to make Revolving Loans loans in Mexican Pesos (without application of each, a “Tranche B Loan”) to the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of Borrower on any Business Day during the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each caseAvailability Period, in an aggregate amount not to exceed such Lender's Commitment; providedTranche B Bank’s Tranche B Commitment at such time and, howeveras to all Tranche B Banks, that after giving effect in an aggregate principal amount up to any such Borrowing, (i) but not exceeding the Total Outstandings shall not exceed the Aggregate Commitments, (ii) Peso Equivalent of the aggregate Outstanding Amount total amount of all Loans Tranche B Commitments listed on Schedule I. The Tranche B Facility shall consist of any LenderTranche B Loans, plus each such loan made simultaneously by the aggregate Outstanding Amount of all L/C Obligations of any Lender shall Tranche B Banks ratably according to their Tranche B Commitments. Amounts borrowed under this Section 2.01(b) and repaid or prepaid may not exceed such Lender's Commitment, and be reborrowed. (iiic) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment, and subject Subject to the other terms and conditions hereof, each Tranche C Bank severally agrees to make loans in Mexican Pesos (each, a “Tranche C Loan”) to the Borrowers may borrow Borrower on any Business Day during the Availability Period, in an amount not to exceed such Tranche C Bank’s Tranche C Commitment at such time and, as to all Tranche C Banks, in an aggregate principal amount up to but not exceeding the Peso Equivalent of the aggregate total amount of all Tranche B Commitments listed on Schedule I. The Tranche C Facility shall consist of Tranche C Loans, each such loan made simultaneously by the Tranche C Banks ratably according to their Tranche C Commitments. Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(c) and reborrow under this Section 2.01. Revolving Loans repaid or prepaid may not be Base Rate Loans or Eurocurrency Rate Loans, as further provided hereinreborrowed.

Appears in 1 contract

Samples: Credit Agreement (Nii Holdings Inc)

The Loans. (a) Subject to the terms and conditions set forth herein, (i) each Initial Term Loan Lender severally agrees to make term loans (each such loan, an “Initial Term Loan”) to the Initial Borrower on the Closing Date in Dollars in the aggregate amount of such Term Loan Lender’s Term Loan Commitment, (ii) each 2020 Incremental Term Loan Lender severally agrees to make 2020 Incremental Term Loans to the Borrower on the 2020 Incremental Amendment Effective Date in Dollars in an aggregate amount of up to such 2020 Incremental Term Loan Lender’s 2020 Incremental Term Loan Commitment and (iii) each 2021 Incremental Term Loan Lender severally agrees to make 2021 Incremental Term Loans to the Borrower on the 2021 Incremental Amendment Funding Date in Dollars in an aggregate amount of up to such 2021 Incremental Term Loan Lender’s 2021 Incremental Term Loan Commitment. Amounts repaid or prepaid in respect of Term Loans may not be reborrowed. Term Loans may be Base Rate Loans or Eurocurrency RateTerm SOFR Loans, as further provided herein. |US-DOCS\126402975.16140630557.8|| (b) Subject to the terms and conditions set forth herein, each Initial Revolving Credit Lender severally agrees to make revolving loans to each of the Revolving Borrowers (each such loan, a "an “Initial Revolving Credit Loan") in Dollars or in one or more an Alternative Currencies Currency to the Borrower from time to time, on any Business Day during the Initial Availability Period, in an aggregate amount not to exceed up to, at any time outstanding the amount of outstanding, such Initial Revolving Credit Lender's ’s Initial Revolving Credit Commitment; provided, however, that after giving effect to any Revolving Credit Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Total Revolving Credit Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Revolving Credit Xxxxxx’s Revolving Credit Commitment, and subject to the other terms and conditions hereof, the Borrowers a Borrower may borrow under this Section 2.01, prepay under Section 2.05, and reborrow under this Section 2.01. Revolving Credit Loans may be Base Rate Loans, Term SOFR Loans, Eurocurrency Rate Loans or Eurocurrency Rate RFR Loans, as further provided herein. Each Revolving Credit Borrowing (including any deemed Revolving Credit Borrowings made pursuant to Section 2.03) shall be allocated pro rata among the outstanding Tranches of Revolving Credit Commitments. Revolving Credit Loans denominated in Pounds Sterling shall be RFR Loans.

Appears in 1 contract

Samples: Credit Agreement (APi Group Corp)

The Loans. (a) Subject to the terms and conditions set forth herein, herein each Revolving Credit Lender severally agrees to make revolving credit loans denominated in an Approved Currency to each of the Revolving Borrowers Borrower from its applicable Lending Office (each such loan, a "Revolving Credit Loan") in Dollars or in one or more Alternative Currencies from time to timetime as elected by the Borrower pursuant to Section 2.02, on any Business Day during the Availability Period, in an aggregate amount not period from the Closing Date until the Maturity Date with respect to exceed at any time outstanding the amount of such Revolving Credit Lender's ’s applicable Revolving Credit Commitment; provided, however, provided that after giving effect to any Borrowing, Revolving Credit Borrowing (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (iix) the aggregate Outstanding Amount of the Revolving Credit Loans of any Lender, plus such Lender's ’s Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's ’s Pro Rata Share of the Assumed Swingline Loan Outstanding Amount of all Swing Line Loans, plus such Lender’s Pro Rata Share of the Outstanding Amount of all Protective Advances shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms ’s Revolving Credit Commitment and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (iy) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency SublimitAvailability Conditions would be satisfied. Within the limits of each Lender's Commitment’s Revolving Credit Commitments, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow under this Section 2.012.01(a), prepay under Section 2.05, and reborrow under this Section 2.012.01(a). Revolving Credit Loans denominated in Dollars may be Base Rate Loans or Eurocurrency Rate Loans and Revolving Credit Loans denominated in an Approved Foreign Currency may be Eurocurrency Rate Loans, as further provided herein. (b) The Administrative Agent shall be authorized, in its discretion, at any time that any conditions in Section 4.02 are not satisfied, to make loans in Dollars (any such loans made pursuant to this Section 2.01(b), “Protective Advances”) under the Revolving Credit Facility (a) up to an aggregate amount not to exceed 5.00% of the Borrowing Base outstanding at any time, if the Administrative Agent reasonably deems such Protective Advances necessary or desirable to preserve or protect Collateral, or to enhance the collectability or repayment of Obligations; or (b) to pay any other amounts chargeable to Loan Parties under any Loan Documents, including costs, fees and expenses. Protective Advances shall constitute Obligations secured by the Collateral and shall be entitled to all of the benefits of the Loan Documents. Immediately upon the making of a Protective Advance, each applicable Revolving Credit Lender shall be deemed to, and hereby irrevocably and unconditionally agrees to, purchase from the Administrative Agent a risk participation in such Protective Advance made under the Revolving Credit Facility, each Revolving Credit Lender shall purchase a risk participation in such Protective Advance in an amount equal to the product of such Revolving Credit Lender’s Applicable Adjusted Percentage times the principal amount of such Protective Advance (a “

Appears in 1 contract

Samples: Abl Credit Agreement (iHeartMedia, Inc.)

The Loans. (a) The Initial Term Loan Borrowings. Subject to the terms and conditions set forth herein, each Initial Term Lender severally agrees to make loans an Initial Term Loan denominated in Dollars to each the Borrower on the Closing Date in a principal amount not exceeding its Initial Term Commitment. The Borrowing of the Initial Term Loans shall be made from the several Initial Term Lenders ratably in proportion to their respective Initial Term Commitments. The Initial Term Commitments are not revolving in nature, and amounts repaid or prepaid prior to the Maturity Date of the Initial Term Loans may not be reborrowed. (b) The Revolving Borrowers Borrowings. Subject to the terms and conditions set forth herein each Revolving Lender severally agrees to make revolving loans denominated in Dollars to the Borrower from its applicable Lending Office (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to timetime as elected by the Borrower pursuant to Section 2.02, on any Business Day during the Availability Periodperiod from the Closing Date until the Maturity Date with respect to such Revolving Lender’s applicable Revolving Commitment, in an aggregate principal amount which will not to exceed at any time outstanding the amount of result in such Revolving Lender’s Revolving Facility Exposure exceeding such Lender's ’s Revolving Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Lender's Commitment; provided, however, that after giving effect to any such Borrowing, (i) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Borrower, plus the Outstanding Amount of all Swingline Loans of such Subsidiary Swingline Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimit. Within the limits of each Lender's Commitment’s Revolving Commitments, and subject to the other terms and conditions hereof, the Borrowers Borrower may borrow under this Section 2.012.01(b), prepay under Section 2.052.09, and reborrow under this Section 2.01. Revolving Loans may be Base Rate Loans or Eurocurrency Rate Loans, as further provided herein2.01(b).

Appears in 1 contract

Samples: Credit Agreement (Teladoc, Inc.)

The Loans. (a) Subject to the terms and conditions set forth herein, each Term Lender severally agrees to make loans a single loan to each of the Revolving Borrowers (each such loan, a "Revolving Loan") in Dollars or in one or more Alternative Currencies from time to time, Borrower on any Business Day during the Availability Period, Funding Date in an aggregate amount not to exceed at any time outstanding the amount of such Lender's Commitment; provided, however, that after giving effect to any Borrowing, (i) the aggregate Outstanding Amount of all Revolving Loans, plus the aggregate Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus the Assumed Swingline Loan Amount shall not exceed the Aggregate Commitments and (ii) the aggregate Outstanding Amount of the Revolving Loans of any Lender, plus such Lender's Pro Rata Share of the Outstanding Amount of all L/C Obligations (excluding Subsidiary L/C Obligations), plus such Lender's Pro Rata Share of the Assumed Swingline Loan Amount shall not exceed such Lender's Commitment. Notwithstanding the foregoing sentence, subject to the terms and conditions set forth herein, each Lender severally agrees to make Revolving Loans (without application of the Assumed Swingline Loan Amount) in an amount equal to its Pro Rata Share of the Revolving Loans made to refinance Swingline Loans in accordance with Section 2.04(e) and to refinance drawings under Letters of Credit for the account of Subsidiary Swingline Borrowers which have not been reimbursed on the Honor Date by such Subsidiary Swingline Borrowers in accordance with Section 2.03(c), in each case, in an aggregate amount not to exceed such Term Lender's Commitment; provided, however, that after giving effect to any such Borrowing, ’s Term Commitment (ithe “Initial Term Loans”). The Term Borrowing shall consist of Term Loans made simultaneously by the Term Lenders in accordance with their respective Term Commitments. The proceeds of the Initial Term Loans made on the Funding Date shall be deposited by (or at the direction of) the Total Outstandings shall not exceed the Aggregate Commitments, (ii) the aggregate Outstanding Amount of all Loans of any Lender, plus the aggregate Outstanding Amount of all L/C Obligations of any Lender shall not exceed such Lender's Commitment, and (iii) the Outstanding Amount of all Subsidiary L/C Obligations of such Subsidiary Swingline Initial Borrower, plus net of the Outstanding Amount fees set forth in Section 2.09(a) and an amount equal to 0.50% of all Swingline Loans of such Subsidiary Swingline the Term Commitments (the “Term Upfront Fees”), into the Escrow Account (the “Initial Deposit”). Notwithstanding any provision to the contrary in this Agreement, on or prior to the Funding Date, the Initial Borrower shall not exceed such Subsidiary Swingline Borrower's Subsidiary Currency Sublimitdeposit, or cause to be deposited, into the Escrow Account the Additional Escrow Deposit Amount. Within the limits of each Lender's Commitment, and subject to the other terms and conditions hereof, the Borrowers may borrow Amounts borrowed under this Section 2.01, prepay under Section 2.05, 2.01(a) and reborrow under this Section 2.01subsequently repaid or prepaid may not be reborrowed. Revolving Term Loans may be Base Rate Loans or Eurocurrency Eurodollar Rate Loans, Loans as further provided herein. (b) Each Term Lender severally agrees that in connection with the Borrower’s election to effectuate a Delayed Draw Refinancing it will (x) enter into an Incremental Commitment Amendment to and as defined in the Existing Credit Agreement to provide the Borrower with Takeout Loans in an aggregate principal amount equal to such Lender’s outstanding Initial Term Loans hereunder on the date of such Delayed Draw Refinancing and (y) make a Takeout Loan under the Existing Credit Agreement to the Borrower in an aggregate principal amount equal to such Lender’s outstanding Initial Term Loans hereunder on the date of such Delayed Draw Refinancing.

Appears in 1 contract

Samples: Credit Agreement (Syniverse Holdings Inc)

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