Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Letters of Credit to be denominated in an Optional Currency as of the requested Borrowing Date or date of issuance, as the case may be, (ii) Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Loans denominated in an Optional Currency as of the end of each Interest Period (each such date under clauses (i) through (iii), a "COMPUTATION DATE"). 2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. The Lenders shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers which are denominated in an Optional Currency if any Lender notifies the Administrative Agent by 5:00 p.m. (Pittsburgh time) four (4) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share of such Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the Borrowing Date for such Revolving Credit Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders of the same and the Lenders shall not make such Revolving Credit Loans requested by the Borrowers under their Loan Request. 2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. If the Borrowers deliver a Loan Request requesting that the Lenders renew the Euro-Rate Option with respect to an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders shall be under no obligation to renew such Euro-Rate Option if any Lender delivers to the Administrative Agent a notice by 5:00 p.m. (Pittsburgh time) four (4) Business Days prior to the effective date of such renewal that such Lender cannot continue to provide Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the renewal date that the renewal of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Administrative Agent shall have so notified the Borrowers that any such continuation of such Revolving Credit Loans in such Optional Currency is not then available, any notice of renewal with respect thereto shall be deemed withdrawn, and such Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Loans. The Administrative Agent will promptly notify the Borrowers and the Lenders of any such redenomination, and in such notice, the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit Loans in an Optional Currency as of the applicable Computation Date with respect thereto and such Lender's Revolving Credit Ratable Share thereof.
Appears in 2 contracts
Samples: Revolving Credit Facility (Glatfelter P H Co), Revolving Credit Facility (Glatfelter P H Co)
Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. (a) The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Letters of Credit to be Revolver Loans denominated in an Optional Currency as of the each requested Borrowing Date or date of issuance, as the case may befor any such Loans, (ii) Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Revolver Loans denominated in an Optional Currency as of the end of each Interest Period for any such Loans, and (iii) Letter of Credit Obligations denominated in an Optional Currency as of the last Business Day of each month (each such date under clauses (i) through (iii), a "COMPUTATION DATE"“Computation Date”).
2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. (b) The Lenders shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers which are denominated in an Optional Currency if any Lender notifies the Administrative Agent by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh time) four (43) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share share of such Revolving Credit Loans in such Optional CurrencyCurrency because (i) the making, maintenance or funding of such Optional Currency Loan has been made impracticable or unlawful by compliance by such Lender in good faith with any Law or any interpretation or application thereof by an Governmental Authority or with any request or directive of any such Governmental Authority (whether or not having the force of Law) or (ii) after making all reasonable efforts, deposits of the relevant amount in the relevant Optional Currency for the relevant Interest Period are not available to such Lender with respect to such Loan in the Relevant Interbank Market. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon noon, Philadelphia time, two (Pittsburgh time) three (32) Business Days prior to the Borrowing Date for such Revolving Credit Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Borrowers receive a notice described in the preceding sentence, the Borrowers may, by notice to the Administrative Agent not later than 5:00 p.m., Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans, withdraw the Notice of Borrowing for such Loans. If the Borrowers withdraw such Notice of Borrowing, the Administrative Agent will promptly notify each Lender of the same and the Lenders shall not make such Revolving Credit Loans requested by Loans. If the Borrowers under do not withdraw such Notice of Borrowing before such time, (i) the Borrowers shall be deemed to have requested that the Loans referred to in their Loan RequestNotice of Borrowing shall be made in Dollars in an amount equal to the Dollar Equivalent amount of such Loans and shall bear interest at the Base Rate, and (ii) the Administrative Agent shall promptly deliver a notice to each Lender stating: (A) that such Loans shall be made in Dollars and shall bear interest at the Base Rate, (B) the aggregate amount of such Loans, and (C) such Lender’s Commitment Percentage of such Loans.
2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. (c) If the Borrowers deliver a Loan Request Notice of Borrowing pursuant to Section 2.5 requesting that the Lenders renew the Euro-Rate Option with respect to continue as a LIBOR Loan an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders shall be under no obligation to renew continue such Euro-Rate Option LIBOR Loan if any Lender delivers to the Administrative Agent a notice by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh time) four (43) Business Days prior to the effective date of such renewal continuation that such Lender cannot provide or continue to provide Revolving Credit Loans in such Optional CurrencyCurrency because (i) the making, maintenance or funding of such Optional Currency Loan has been made impracticable or unlawful by compliance by such Lender in good faith with any Law or any interpretation or application thereof by any Governmental Authority or with any request or directive of any such Governmental Authority (whether or not having the force of Law) or (ii) after making all reasonable efforts, deposits of the relevant amount in the relevant Optional Currency for the relevant Interest Period are not available to such Lender with respect to such Loan in the Relevant Interbank Market. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon noon, Philadelphia time, two (Pittsburgh time) three (32) Business Days prior to the renewal effective date of such continuation that the renewal continuation of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Administrative Agent shall have so notified the Borrowers that any such continuation of such Revolving Credit Loans in such Optional Currency Loans is not then available, any notice of renewal continuation with respect thereto shall be deemed withdrawn, and such Optional Currency Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option prepaid on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Optional Currency Loans, subject to the provisions of subsection 2.12(c) and to the Borrowers’ right to reborrow in Dollars or in another Optional Currency pursuant to Section 2.4.
(d) The Borrowers may deliver to the Administrative Agent a written request that Loans hereunder also be permitted to be made in any other lawful currency (other than Dollars), in addition to the currencies specified in the definition of “Optional Currency” herein, provided, that such currency must be freely traded in the offshore interbank foreign exchange markets, freely transferable, freely convertible into Dollars and available to the Lenders in the Relevant Interbank Market. The Administrative Agent may grant or deny such request in its sole discretion. The Administrative Agent will promptly notify the applicable Lenders of any such request and whether the Administrative Agent has granted or rejected such request. The Administrative Agent will promptly notify the Borrowers and of the Lenders of any such redenomination, and in such notice, acceptance or rejection by the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit Borrowers’ request. The requested currency shall be approved as an Optional Currency hereunder only if the Administrative Agent and all Lenders approve the Borrowers’ request.
(e) The Administrative Agent may, with respect to notices by the Borrowers for Loans in an Optional Currency as or voluntary prepayments of less than the full amount of an Optional Currency Tranche, engage in reasonable rounding of the applicable Computation Date with respect thereto Optional Currency amounts requested to be loaned or repaid; and, in such event, the Administrative Agent shall promptly notify the Borrowers and the Lenders of such Lender's Revolving Credit Ratable Share thereofrounded amounts and the Borrowers’ request or notice shall thereby be deemed to reflect such rounded amounts.
Appears in 1 contract
Samples: Credit Agreement (West Pharmaceutical Services Inc)
Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. (a) The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Letters of Credit to be Loans denominated in an Optional Currency as of the requested Borrowing Date or date of issuanceDate, as the case may be, and (ii) Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Loans denominated in an Optional Currency as of the end of each Interest Period (each such date under clauses (i) through and (iiiii), a "COMPUTATION DATE"“Computation Date”).
2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. (b) The Lenders Banks shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers which are denominated in an Optional Currency if any Lender Bank notifies the Administrative Agent by 5:00 p.m. (Pittsburgh p.m., Philadelphia time) four (4) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share of such Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Bank cannot due to market conditions provide its share of such Loans in such Optional Currency. In the event the Agent timely receives a notice from a Bank pursuant to the preceding sentence, the Agent will notify the Borrowers no later than 12:00 noon, Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders Banks of the same. If the Borrowers receive a notice described in the preceding sentence, the Borrowers may, by notice to the Agent not later than 5:00 p.m., Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans, withdraw the Notice of Borrowing for such Loans. If the Borrowers withdraw such Notice of Borrowing, the Agent will promptly notify each Bank of the same and the Lenders Banks shall not make such Revolving Credit Loans requested by Loans. If the Borrowers under do not withdraw such Notice of Borrowing before such time, (i) the Borrowers shall be deemed to have requested that the Loans referred to in their Loan RequestNotice of Borrowing shall be made in Dollars in an amount equal to the Dollar Equivalent amount of such Loans and shall bear interest at the Base Rate, and (ii) the Agent shall promptly deliver a notice to each Bank stating: (A) that such Loans shall be made in Dollars and shall bear interest at the Base Rate, (B) the aggregate amount of such Loans, and (C) such Bank’s Ratable Share of such Loans.
2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. (c) If the Borrowers deliver a Loan Request Notice of Borrowing pursuant to Section 2.5 requesting that the Lenders renew the Euro-Rate Option with respect to Banks continue as a LIBOR Loan an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders Banks shall be under no obligation to renew continue such Euro-Rate Option LIBOR Loan if any Lender Bank delivers to the Administrative Agent a notice by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh 3) Business Days prior to effective date of such continuation that such Bank cannot due to market conditions provide or continue Loans in such Optional Currency. In the event the Agent timely receives a notice from a Bank pursuant to the preceding sentence, the Agent will notify the Borrowers no later than 12:00 noon, Philadelphia time) four , two (42) Business Days prior to the effective date of such renewal that such Lender cannot continue to provide Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the renewal date continuation that the renewal continuation of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders Banks of the same. If the Administrative Agent shall have so notified the Borrowers that any such continuation of such Revolving Credit Loans in such Optional Currency Loans is not then available, any notice of renewal continuation with respect thereto shall be deemed withdrawn, and such Optional Currency Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option prepaid on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Optional Currency Loans, subject to the provisions of subsection 2.12(c) and to the Borrowers’ right to reborrow in Dollars or in another Optional Currency pursuant to Section 2.4.
(d) The Borrowers may deliver to the Agent a written request that Loans hereunder also be permitted to be made in any other lawful currency (other than Dollars), in addition to the currencies specified in the definition of “Optional Currency” herein, provided, that such currency must be freely traded in the offshore interbank foreign exchange markets, freely transferable, freely convertible into Dollars and available to the Banks in the applicable interbank market. The Administrative Agent may grant or deny such request in its sole discretion. The Agent will promptly notify the applicable Banks of any such request and whether the Agent has granted or rejected such request. The Agent will promptly notify the Borrowers and the Lenders of any such redenomination, and in such notice, the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit acceptance or rejection by the Agent of the Borrowers’ request. The requested currency shall be approved as an Optional Currency hereunder only if the Agent approves the Borrowers’ request.
(e) The Agent may, with respect to notices by the Borrowers for Loans in an Optional Currency as or voluntary prepayments of less than the full amount of an Optional Currency Tranche, engage in reasonable rounding of the applicable Computation Date with respect thereto Optional Currency amounts requested to be loaned or repaid; and, in such event, the Agent shall promptly notify the Borrowers and the Banks of such Lender's Revolving Credit Ratable Share thereofrounded amounts and the Borrowers’ request or notice shall thereby be deemed to reflect such rounded amounts.
Appears in 1 contract
Samples: Credit Agreement (West Pharmaceutical Services Inc)
Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. (a) The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Letters of Credit to be Loans denominated in an Optional Currency as of the requested Borrowing Date or date of issuanceDate, as the case may be, and (ii) Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Loans denominated in an Optional Currency as of the end of each Interest Period (each such date under clauses (i) through and (iiiii), a "COMPUTATION DATEComputation Date").
2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. (b) The Lenders Banks shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers Borrower which are denominated in an Optional Currency if any Lender Bank notifies the Administrative Agent by 5:00 p.m. (Pittsburgh p.m., Philadelphia time) four (4) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share of such Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Bank cannot due to market conditions provide its share of such Loans in such Optional Currency. In the Optional Currency is not then available for such Revolving Credit Loansevent the Agent timely receives a notice from a Bank pursuant to the preceding sentence, and the Administrative Agent shall promptly thereafter will notify the Lenders of the same and the Lenders shall not make such Revolving Credit Loans requested by the Borrowers under their Loan Request.Borrower no later than 12:00 noon, Philadelphia time, two (2) Business Days
2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. (c) If the Borrowers deliver Borrower delivers a Loan Request Notice of Borrowing pursuant to Section 2.5 requesting that the Lenders renew the Euro-Rate Option with respect to Banks continue as a LIBOR Loan an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders Banks shall be under no obligation to renew continue such Euro-Rate Option LIBOR Loan if any Lender Bank delivers to the Administrative Agent a notice by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh 3) Business Days prior to effective date of such continuation that such Bank cannot due to market conditions provide or continue Loans in such Optional Currency. In the event the Agent timely receives a notice from a Bank pursuant to the preceding sentence, the Agent will notify the Borrower no later than 12:00 noon, Philadelphia time) four , two (42) Business Days prior to the effective date of such renewal that such Lender cannot continue to provide Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the renewal date continuation that the renewal continuation of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders Banks of the same. If the Administrative Agent shall have so notified the Borrowers Borrower that any such continuation of such Revolving Credit Loans in such Optional Currency Loans is not then available, any notice of renewal continuation with respect thereto shall be deemed withdrawn, and such Optional Currency Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option prepaid on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Optional Currency Loans, subject to the provisions of subsection 2.12(c) and to the Borrower's right to reborrow in Dollars or in another Optional Currency pursuant to Section 2.4.
(d) The Borrower may deliver to the Agent a written request that Loans hereunder also be permitted to be made in any other lawful currency (other than Dollars), in addition to the currencies specified in the definition of "Optional Currency" herein, provided, that such currency must be freely traded in the offshore interbank foreign exchange markets, freely transferable, freely convertible into Dollars and available to the Banks in the applicable interbank market. The Administrative Agent may grant or deny such request at the direction of the Banks. The Agent will promptly notify the Borrowers and the Lenders Banks of any such redenomination, request and in whether the Agent has granted or rejected such notice, the Administrative request. The Agent will state promptly notify the aggregate Dollar Equivalent amount Borrower of the redenominated Revolving Credit acceptance or rejection by the Agent of the Borrower's request. The requested currency shall be approved as an Optional Currency hereunder only if the Agent approves the Borrower's request.
(e) The Agent may, with respect to notices by the Borrower for Loans in an Optional Currency as or voluntary prepayments of less than the full amount of an Optional Currency Tranche, engage in reasonable rounding of the applicable Computation Date with respect thereto Optional Currency amounts requested to be loaned or repaid; and, in such event, the Agent shall promptly notify the Borrower and the Banks of such Lenderrounded amounts and the Borrower's Revolving Credit Ratable Share thereofrequest or notice shall thereby be deemed to reflect such rounded amounts.
Appears in 1 contract
Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. (a) The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Loans or Letters of Credit to be denominated in an Optional Currency as of the requested Borrowing Date or date of issuance, as the case may be, (ii) outstanding Loans or Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Loans denominated in an Optional Currency as of the end of each Interest Period (each such date under clauses (i) through (iii), a "COMPUTATION DATEComputation Date").
2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. (b) The Lenders Banks shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers which are denominated in an Optional Currency if any Lender Bank notifies the Administrative Agent by 5:00 p.m. (Pittsburgh p.m., Philadelphia time) four (4) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share of such Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Bank cannot due to market conditions provide its share of such Loans in such Optional Currency. In the event the Agent timely receives a notice from a Bank pursuant to the preceding sentence, the Agent will notify the Borrowers no later than 12:00 noon, Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders Banks of the same. If the Borrowers receive a notice described in the preceding sentence, the Borrowers may, by notice to the Agent not later than 5:00 p.m., Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans, withdraw the Notice of Borrowing for such Loans. If the Borrowers withdraw such Notice of Borrowing, the Agent will promptly notify each Bank of the same and the Lenders Banks shall not make such Revolving Credit Loans requested by Loans. If the Borrowers under do not withdraw such Notice of Borrowing before such time, (i) the Borrowers shall be deemed to have requested that the Loans referred to in their Loan RequestNotice of Borrowing shall be made in Dollars in an amount equal to the Dollar Equivalent amount of such Loans and shall bear interest at the Base Rate, and (ii) the Agent shall promptly deliver a notice to each Bank stating: (A) that such Loans shall be made in Dollars and shall bear interest at the Base Rate, (B) the aggregate amount of such Loans, and (C) such Bank's Ratable Share of such Loans.
2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. (c) If the Borrowers deliver a Loan Request notice pursuant to Section 2.5 requesting that the Lenders renew the Euro-Rate Option with respect to Banks continue as a Eurodollar Loan an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders Banks shall be under no obligation to renew continue such Euro-Rate Option Eurodollar Loan if any Lender Bank delivers to the Administrative Agent a notice by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh time) four (43) Business Days prior to the effective date of such renewal continuation that such Lender Bank cannot continue due to market conditions provide Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender Bank pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the renewal date that the renewal of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Administrative Agent shall have so notified the Borrowers that any such continuation of such Revolving Credit Loans in such Optional Currency is not then available, any notice of renewal with respect thereto shall be deemed withdrawn, and such Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Loans. The Administrative Agent will promptly notify the Borrowers and the Lenders of any such redenomination, and in such notice, the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit Loans in an Optional Currency as of the applicable Computation Date with respect thereto and such Lender's Revolving Credit Ratable Share thereof.than
Appears in 1 contract
Samples: Credit Agreement (Right Management Consultants Inc)
Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. (a) The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Letters of Credit to be Loans denominated in an Optional Currency as of the requested Borrowing Date or date of issuanceDate, as the case may be, and (ii) Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Loans denominated in an Optional Currency as of the end of each Interest Period (each such date under clauses (i) through and (iiiii), a "COMPUTATION DATEComputation Date").
2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. (b) The Lenders Banks shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers which are denominated in an Optional Currency if any Lender Bank notifies the Administrative Agent by 5:00 p.m. (Pittsburgh p.m., Philadelphia time) four (4) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share of such Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Bank cannot due to market conditions provide its share of such Loans in such Optional Currency. In the event the Agent timely receives a notice from a Bank pursuant to the preceding sentence, the Agent will notify the Borrowers no later than 12:00 noon, Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders Banks of the same. If the Borrowers receive a notice described in the preceding sentence, the Borrowers may, by notice to the Agent not later than 5:00 p.m., Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans, withdraw the Notice of Borrowing for such Loans. If the Borrowers withdraw such Notice of Borrowing, the Agent will promptly notify each Bank of the same and the Lenders Banks shall not make such Revolving Credit Loans requested by Loans. If the Borrowers under do not withdraw such Notice of Borrowing before such time, (i) the Borrowers shall be deemed to have requested that the Loans referred to in their Loan RequestNotice of Borrowing shall be made in Dollars in an amount equal to the Dollar Equivalent amount of such Loans and shall bear interest at the Base Rate, and (ii) the Agent shall promptly deliver a notice to each Bank stating: (A) that such Loans shall be made in Dollars and shall bear interest at the Base Rate, (B) the aggregate amount of such Loans, and (C) such Bank's Ratable Share of such Loans.
2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. (c) If the Borrowers deliver a Loan Request Notice of Borrowing pursuant to Section 2.5 requesting that the Lenders renew the Euro-Rate Option with respect to Banks continue as a LIBOR Loan an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders Banks shall be under no obligation to renew continue such Euro-Rate Option LIBOR Loan if any Lender Bank delivers to the Administrative Agent a notice by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh 3) Business Days prior to effective date of such continuation that such Bank cannot due to market conditions provide or continue Loans in such Optional Currency. In the event the Agent timely receives a notice from a Bank pursuant to the preceding sentence, the Agent will notify the Borrowers no later than 12:00 noon, Philadelphia time) four , two (42) Business Days prior to the effective date of such renewal that such Lender cannot continue to provide Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the renewal date continuation that the renewal continuation of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders Banks of the same. If the Administrative Agent shall have so notified the Borrowers that any such continuation of such Revolving Credit Loans in such Optional Currency Loans is not then available, any notice of renewal continuation with respect thereto shall be deemed withdrawn, and such Optional Currency Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option prepaid on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Optional Currency Loans, subject to the provisions of subsection 2.12(c) and to the Borrowers' right to reborrow in Dollars or in another Optional Currency pursuant to Section 2.4.
(d) The Borrowers may deliver to the Agent a written request that Loans hereunder also be permitted to be made in any other lawful currency (other than Dollars), in addition to the currencies specified in the definition of "Optional Currency" herein, provided, that such currency must be freely traded in the offshore interbank foreign exchange markets, freely transferable, freely convertible into Dollars and available to the Banks in the applicable interbank market. The Administrative Agent may grant or deny such request in its sole discretion. The Agent will promptly notify the applicable Banks of any such request and whether the Agent has granted or rejected such request. The Agent will promptly notify the Borrowers and the Lenders of any such redenomination, and in such notice, the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit acceptance or rejection by the Agent of the Borrowers' request. The requested currency shall be approved as an Optional Currency hereunder only if the Agent approves the Borrowers' request.
(e) The Agent may, with respect to notices by the Borrowers for Loans in an Optional Currency as or voluntary prepayments of less than the full amount of an Optional Currency Tranche, engage in reasonable rounding of the applicable Computation Date with respect thereto Optional Currency amounts requested to be loaned or repaid; and, in such event, the Agent shall promptly notify the Borrowers and the Banks of such Lender's Revolving Credit Ratable Share thereofrounded amounts and the Borrowers' request or notice shall thereby be deemed to reflect such rounded amounts.
Appears in 1 contract
Samples: Credit Agreement (West Pharmaceutical Services Inc)
Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. (a) The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Letters of Credit to be Loans denominated in an Optional Currency as of the each requested Borrowing Date or date of issuanceDate, as the case may be, and (ii) Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Loans denominated in an Optional Currency as of the end of each Interest Period for any such Loans (each such date under clauses (i) through and (iiiii), a "COMPUTATION DATE"“Computation Date”).
2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. (b) The Lenders shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers which are denominated in an Optional Currency if any Lender notifies the Administrative Agent by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh time) four (43) Business Days prior to the Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share share of such Revolving Credit Loans in such Optional CurrencyCurrency because (i) the making, maintenance or funding of such Optional Currency Loan has been made impracticable or unlawful by compliance by such Lender in good faith with any Law or any interpretation or application thereof by an Governmental Authority or with any request or directive of any such Governmental Authority (whether or not having the force of Law) or (ii) after making all reasonable efforts, deposits of the relevant amount in the relevant Optional Currency for the relevant Interest Period are not available to such Lender with respect to such Loan in the London interbank market. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon noon, Philadelphia time, two (Pittsburgh time) three (32) Business Days prior to the Borrowing Date for such Revolving Credit Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Borrowers receive a notice described in the preceding sentence, the Borrowers may, by notice to the Administrative Agent not later than 5:00 p.m., Philadelphia time, two (2) Business Days prior to the Borrowing Date for such Loans, withdraw the Notice of Borrowing for such Loans. If the Borrowers withdraw such Notice of Borrowing, the Administrative Agent will promptly notify each Lender of the same and the Lenders shall not make such Revolving Credit Loans requested by Loans. If the Borrowers under do not withdraw such Notice of Borrowing before such time, (i) the Borrowers shall be deemed to have requested that the Loans referred to in their Loan RequestNotice of Borrowing shall be made in Dollars in an amount equal to the Dollar Equivalent amount of such Loans and shall bear interest at the Base Rate, and (ii) the Administrative Agent shall promptly deliver a notice to each Lender stating: (A) that such Loans shall be made in Dollars and shall bear interest at the Base Rate, (B) the aggregate amount of such Loans, and (C) such Lender’s Commitment Percentage of such Loans.
2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. (c) If the Borrowers deliver a Loan Request Notice of Borrowing pursuant to Section 2.5 requesting that the Lenders renew the Euro-Rate Option with respect to continue as a LIBOR Loan an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders shall be under no obligation to renew continue such Euro-Rate Option LIBOR Loan if any Lender delivers to the Administrative Agent a notice by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh time) four (43) Business Days prior to the effective date of such renewal continuation that such Lender cannot provide or continue to provide Revolving Credit Loans in such Optional CurrencyCurrency because (i) the making, maintenance or funding of such Optional Currency Loan has been made impracticable or unlawful by compliance by such Lender in good faith with any Law or any interpretation or application thereof by any Governmental Authority or with any request or directive of any such Governmental Authority (whether or not having the force of Law) or (ii) after making all reasonable efforts, deposits of the relevant amount in the relevant Optional Currency for the relevant Interest Period are not available to such Lender with respect to such Loan in the London interbank market. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon noon, Philadelphia time, two (Pittsburgh time) three (32) Business Days prior to the renewal effective date of such continuation that the renewal continuation of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Administrative Agent shall have so notified the Borrowers that any such continuation of such Revolving Credit Loans in such Optional Currency Loans is not then available, any notice of renewal continuation with respect thereto shall be deemed withdrawn, and such Optional Currency Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option prepaid on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Optional Currency Loans, subject to the provisions of subsection 2.12(c) and to the Borrowers’ right to reborrow in Dollars or in another Optional Currency pursuant to Section 2.4.
(d) The Borrowers may deliver to the Administrative Agent a written request that Loans hereunder also be permitted to be made in any other lawful currency (other than Dollars), in addition to the currencies specified in the definition of “Optional Currency” herein, provided, that such currency must be freely traded in the offshore interbank foreign exchange markets, freely transferable, freely convertible into Dollars and available to the Lenders in the applicable interbank market. The Administrative Agent may grant or deny such request in its sole discretion. The Administrative Agent will promptly notify the applicable Lenders of any such request and whether the Administrative Agent has granted or rejected such request. The Administrative Agent will promptly notify the Borrowers and of the Lenders of any such redenomination, and in such notice, acceptance or rejection by the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit Borrowers’ request. The requested currency shall be approved as an Optional Currency hereunder only if the Administrative Agent and all Lenders approve the Borrowers’ request.
(e) The Administrative Agent may, with respect to notices by the Borrowers for Loans in an Optional Currency as or voluntary prepayments of less than the full amount of an Optional Currency Tranche, engage in reasonable rounding of the applicable Computation Date with respect thereto Optional Currency amounts requested to be loaned or repaid; and, in such event, the Administrative Agent shall promptly notify the Borrowers and the Lenders of such Lender's Revolving Credit Ratable Share thereofrounded amounts and the Borrowers’ request or notice shall thereby be deemed to reflect such rounded amounts.
Appears in 1 contract
Samples: Credit Agreement (West Pharmaceutical Services Inc)
Utilization of Commitments in Optional Currencies. 2.9.1 (a) PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. The Administrative Agent will determine the Dollar Equivalent amount of (i) proposed Letters of Credit Loans to be denominated in an Optional Currency as of the requested Borrowing Date or date of issuance, as the case may berequested Borrowing, (ii) Letters of Credit Outstanding outstanding Loans denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Loans denominated in an Optional Currency as of the end of each Interest Period (each such date under clauses (i) through (iii), a "COMPUTATION DATEComputation Date").
2.9.2 (b) NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. The Lenders shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers Borrower which are denominated in an Optional Currency if any Lender notifies the Administrative Agent by 5:00 p.m. 9:00 a.m. New York City time three (Pittsburgh time) four (43) Business Days prior to the date of the proposed Borrowing Date for such Revolving Credit Loans that such Lender cannot provide its Revolving Credit Ratable Share share of such Revolving Credit Loans in such Optional CurrencyCurrency by reason of (i) a Governmental Rule or (ii) circumstances affecting foreign exchange markets generally. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers Borrower no later than 12:00 noon (Pittsburgh time) 10:00 a.m. New York City time three (3) Business Days prior to the date of the proposed Borrowing Date for such Revolving Credit Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Borrower receives a notice described in the preceding sentence, the Borrower may, by notice to the Administrative Agent not later than 11:00 a.m. New York City time three (3) Business Days prior to the date of the proposed Borrowing for such Loans, withdraw the Loan request for such Loans. If the Borrower withdraws such Loan request, the Administrative Agent will promptly notify each Lender of the same and the Lenders shall not make such Revolving Credit Loans. If the Borrower does not withdraw such Loan Request before such time,
(i) the Borrower shall be deemed to have requested that the Loans requested by referred to in its application shall be made in Dollars in an amount equal to the Borrowers Dollar Equivalent amount of such Loans and such Loans will bear interest at the Adjusted Base Rate, and (ii) the Administrative Agent shall promptly deliver a notice to each Lender stating: (A) that such Loans shall be made in Dollars and the Loans shall bear interest under their Loan Requestthe ABR, (B) the aggregate amount of such Loans, and (C) such Lender's Applicable Percentage of such Loans.
2.9.3 (c) NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTIONOPTION LOANS. If the Borrowers deliver Borrower delivers a Loan Request requesting that the Lenders renew the Euro-Rate Option with respect to an outstanding Borrowing Tranche any Eurocurrency Loan or Eurodollar Loan any portion of Revolving Credit Loans which is denominated in an Optional Currency, the Lenders shall be under no obligation to renew such Euro-Rate Option Eurocurrency Loan or Eurodollar Loan if any Lender delivers to the Administrative Agent a notice by 5:00 p.m. 9:00 a.m. New York City time three (Pittsburgh time) four (43) Business Days prior to the effective date of such renewal that such Lender cannot continue to provide Revolving Credit Loans in such Optional CurrencyCurrency by reason of (i) a Governmental Rule or (ii) circumstances affecting foreign exchange markets generally. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers Borrower no later than 12:00 noon (Pittsburgh time) 10:00 a.m. New York City time three (3) Business Days prior to the renewal date that the renewal of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Administrative Agent shall have so notified the Borrowers Borrower that any such continuation of such Revolving Credit Loans denominated in such an Optional Currency is not then available, any notice of renewal with respect thereto shall be deemed withdrawn, and such Loans denominated in an Optional Currency shall be redenominated re-denominated into ABR Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such LoansLoans denominated in an Optional Currency. The Administrative Agent will promptly notify the Borrowers Borrower and the Lenders of any such redenominationre-denomination, and in such notice, the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit re-denominated Loans denominated in an Optional Currency as of the applicable Computation Date with respect thereto and such Lender's Revolving Credit Ratable Share Applicable Percentage thereof.
Appears in 1 contract
Utilization of Commitments in Optional Currencies. 2.9.1 PERIODIC COMPUTATIONS OF DOLLAR EQUIVALENT AMOUNTS OF REVOLVING CREDIT LOANS AND LETTERS OF CREDIT OUTSTANDING. (a) The Administrative Agent will determine the Dollar Equivalent amount of (i) the outstanding and proposed Letters of Credit to be Revolver Loans denominated in an Optional Currency as of the each requested Borrowing Date or date of issuance, as the case may beDate, (ii) Letters of Credit Outstanding denominated in an Optional Currency as of the last Business Day of each month, and (iii) outstanding Revolving Credit Revolver Loans denominated in an Optional Currency as of the end of each Interest Period for any such Loans, and (iii) Letter of Credit Obligations denominated in an Optional Currency as of the last Business Day of each month (each such date under clauses (i) through (iii), and any other date on which the Administrative Agent determines it is necessary or advisable to make such computation, in its sole discretion, is referred to as a "COMPUTATION DATE"“Computation Date”). Unless otherwise provided in this Agreement or agreed to by the Administrative Agent and the Borrowers’ Representative, each Loan and Reimbursement Obligation shall be repaid or prepaid in the same currency in which the Loan or Reimbursement Obligation was made.
2.9.2 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND NEW LOANS. The (b) If the Borrowers deliver a Notice of Borrowing pursuant to Section 2.5 requesting that the Lenders continue as a LIBOR Loan an outstanding Tranche of Revolver Loans denominated in an Optional Currency, the Lenders shall be under no obligation to make the Revolving Credit Loans requested by the Borrowers which are denominated in an Optional Currency continue such LIBOR Loan if any Lender notifies delivers to the Administrative Agent a notice by 5:00 p.m. p.m., Philadelphia time, three (Pittsburgh time) four (43) Business Days prior to the Borrowing Date for effective date of such Revolving Credit Loans continuation that such Lender cannot provide its Revolving Credit Ratable Share of such Revolving Credit or continue Revolver Loans in such Optional CurrencyCurrency because (i) the making, maintenance or funding of such Optional Currency Loan has been made impracticable or unlawful by compliance by such Lender in good faith with any Law or any interpretation or application thereof by any Governmental Authority or with any request or directive of any such Governmental Authority (whether or not having the force of Law) or (ii) after making all reasonable efforts, deposits of the relevant amount in the relevant Optional Currency for the relevant Interest Period are not available to such Lender with respect to such Revolver Loan in the Relevant Interbank Market. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon noon, Philadelphia time, two (Pittsburgh time) three (3) Business Days prior to the Borrowing Date for such Revolving Credit Loans that the Optional Currency is not then available for such Revolving Credit Loans, and the Administrative Agent shall promptly thereafter notify the Lenders of the same and the Lenders shall not make such Revolving Credit Loans requested by the Borrowers under their Loan Request.
2.9.3 NOTICES FROM LENDERS THAT OPTIONAL CURRENCIES ARE UNAVAILABLE TO FUND RENEWALS OF THE EURO-RATE OPTION. If the Borrowers deliver a Loan Request requesting that the Lenders renew the Euro-Rate Option with respect to an outstanding Borrowing Tranche of Revolving Credit Loans denominated in an Optional Currency, the Lenders shall be under no obligation to renew such Euro-Rate Option if any Lender delivers to the Administrative Agent a notice by 5:00 p.m. (Pittsburgh time) four (42) Business Days prior to the effective date of such renewal that such Lender cannot continue to provide Revolving Credit Loans in such Optional Currency. In the event the Administrative Agent timely receives a notice from a Lender pursuant to the preceding sentence, the Administrative Agent will notify the Borrowers no later than 12:00 noon (Pittsburgh time) three (3) Business Days prior to the renewal date continuation that the renewal continuation of such Revolving Credit Loans in such Optional Currency is not then available, and the Administrative Agent shall promptly thereafter notify the Lenders of the same. If the Administrative Agent shall have so notified the Borrowers that any such continuation of such Revolving Credit Loans in such Optional Currency Loans is not then available, any notice of renewal continuation with respect thereto shall be deemed withdrawn, and such Optional Currency Loans shall be redenominated into Loans in Dollars at the Base Rate Option or Euro-Rate Option, at the Company's option prepaid on behalf of the Borrowers (subject, in the case of the Euro-Rate Option, to compliance with Section 2.4.), with effect from the last day of the Interest Period with respect to any such Optional Currency Loans, subject to the provisions of subsection 2.12(c) and to the Borrowers’ right to reborrow in Dollars or in another Optional Currency pursuant to Section 2.4.
(c) The Borrowers may deliver to the Administrative Agent a written request that Revolver Loans hereunder also be permitted to be made in any other lawful currency (other than Dollars), in addition to the currencies specified in the definition of “Optional Currency” herein, provided, that such currency must be freely traded in the offshore interbank foreign exchange markets, freely transferable, freely convertible into Dollars and available to the Lenders in the Relevant Interbank Market. The Administrative Agent may grant or deny such request in its sole discretion. The Administrative Agent will promptly notify the applicable Lenders of any such request and whether the Administrative Agent has granted or rejected such request. The Administrative Agent will promptly notify the Borrowers and of the Lenders of any such redenomination, and in such notice, acceptance or rejection by the Administrative Agent will state the aggregate Dollar Equivalent amount of the redenominated Revolving Credit Borrowers’ request. The requested currency shall be approved as an Optional Currency hereunder only if the Administrative Agent and all Lenders approve the Borrowers’ request.
(d) The Administrative Agent may, with respect to notices by the Borrowers for Revolver Loans in an Optional Currency as or voluntary prepayments of less than the full amount of an Optional Currency Tranche, engage in reasonable rounding of the applicable Computation Date with respect thereto Optional Currency amounts requested to be loaned or repaid; and, in such event, the Administrative Agent shall promptly notify the Borrowers and the Lenders of such Lender's Revolving Credit Ratable Share thereofrounded amounts and the Borrowers’ request or notice shall thereby be deemed to reflect such rounded amounts.
Appears in 1 contract
Samples: Credit Agreement (West Pharmaceutical Services Inc)