![]() ![]() on the third Banking Day before the date, which shall be a Banking Day falling within the Drawdown Period for such Advance, on which the Borrowers propose such Advance is made. No Advance Notice may be deemed delivered on a day that is not a Trading Day.ĭrawdown Subject to the terms and conditions of this Agreement, each Advance shall be made to the Borrowers following receipt by the Agent from the Borrowers of a Drawdown Notice not later than 10:00 a.m. ![]() It is also agreed by the Parties hereto that in the event the Lender does not grant the Facility to the Borrower, the Lender shall not be required to provide any reasons therefor nor shall the Lender be liable for any damages to the Borrower by reason of the Lender refusal to grant any Facility to the Borrower.ĭrawdown Notice Subject to Sections 3.1 and 3.7 and provided that all of the applicable conditions precedent set forth in Article 12 have been fulfilled by the Borrower or waived by the Lenders as provided in Section 14.4, the Borrower may, from time to time, obtain credit hereunder by giving to the Administrative Agent a duly executed irrevocable notice in substantially the form of Schedule D hereto (“Drawdown Notice”) in accordance with Section 3.11 and specifying:ĭelivery of a Utilisation Request The Borrower may utilise the Facility by delivery to the Agent of a duly completed Utilisation Request not later than the Specified Time.ĭate of Delivery of Advance Notice An Advance Notice shall be deemed delivered on (i) the Trading Day it is received by facsimile or otherwise by the Investor if such notice is received prior to 12:00 noon Eastern Time, or (ii) the immediately succeeding Trading Day if it is received by facsimile or otherwise after 12:00 noon Eastern Time on a Trading Day or at any time on a day which is not a Trading Day. Notwithstanding anything contained herein, it is hereby expressly agreed and understood by the Borrower, that the Lender shall not be bound or obliged to grant any Facility to the Borrower, even if such request for Facility is within the Facility Amount, (which decision shall be at the sole and exclusive discretion of the Lender). Any disbursement of the tranches of the Facility shall be made at the sole discretion of the Lender. If the Borrower becomes aware of any event or circumstance which will or may prevent any of the Pre- Disbursement Conditions, Disbursement Conditions and Special Condition mentioned in Sanction Letter from being satisfied, it shall forthwith notify the Lender of the same, in writing. In case of disbursement through multiple tranches, the Lender will only be obliged to allow a Drawdown in respect of the Facility if on the date of the Drawdown Notice and on the proposed Drawdown Date, no Material Adverse Effect has occurred, no Default is continuing or would result from the proposed Facility and all the representations of the Borrower are correct in all material respects. Delivery of Drawdown Notice. The Borrower may, subject to this Clause 2 (Drawdown and Conditions), utilise the Facility by delivering to the Lender a duly completed Drawdown Notice not later than 5 (five) Business Days’ notice within the Availability Period. ![]()
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