Acquisition Loan Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties of the Company herein set forth, each Acquisition Loan Lender severally and not jointly agrees to make revolving credit loans to the Company (each such loan, an “Acquisition Loan”) from time to time on any Business Day during the period from the Closing Date to the Maturity Date in an aggregate amount not to exceed at any time outstanding such Lender’s pro rata share of the Acquisition Loan Advance Limit; provided, however, that, after giving effect to any Acquisition Loan Borrowing, the aggregate amount of all outstanding Acquisition Loans and all outstanding Letter of Credit Obligations shall not at any time exceed the Acquisition Loan Advance Limit. Subject to the other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a). (b) Notwithstanding paragraph (a) above, Acquisition Loans may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the Equivalent Amount of not more than the lesser of (i) the then available amount under the Acquisition Loan Advance Limit and (ii) $150,000,000 (the “Alternative Currency Sublimit”) calculated as of the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1 (a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the Acquisition Loan.
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Samples: Revolving Credit Agreement (Group 1 Automotive Inc), Revolving Credit Agreement (Group 1 Automotive Inc)
Acquisition Loan Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties of the Company herein set forth, each Acquisition Loan Lender severally and not jointly agrees to make revolving credit loans to the Company (each such loan, an “Acquisition Loan”) from time to time on any Business Day during the period from the Closing Date to the Maturity Date in an aggregate amount not to exceed at any time outstanding such Lender’s pro rata share of the lesser of (a) the Acquisition Loan Advance LimitLimit or (b) the aggregate amount of the Acquisition Loan Commitments of all the Acquisition Loan Lenders; provided, however, that, after giving effect to any Acquisition Loan Borrowing, the aggregate amount of all outstanding Acquisition Loans and all outstanding Letter of Credit Obligations shall not at any time exceed the aggregate Acquisition Loan Advance LimitCommitments. Subject to the other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a).
(b) Notwithstanding paragraph (a) above, Acquisition Loans may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the Equivalent Amount of not more than the lesser of (i) the then available amount under the Acquisition Loan Advance Limit and (ii) $150,000,000 125,000,000 (the “Alternative Currency Sublimit”) calculated as of the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1
(a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the Acquisition Loan.
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)
Acquisition Loan Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties of the Company herein set forththis Agreement, each Acquisition Loan Direct Lender severally and not jointly agrees to make revolving credit loans in Dollars and Approved Acquisition Currencies (individually, a "Syndicated Acquisition Loan"; collectively, the "Syndicated Acquisition Loans") to the Company (each such loan, an “Acquisition Loan”) Borrowers from time to time on any Business Day during the period from the Closing Date Commitment Period.
(b) Subject to the Maturity Date terms and conditions of this Agreement, each Acquisition Fronting Lender severally agrees to make loans to the relevant Acquisition Borrower from time to time during the Commitment Period in an aggregate amount not Dollars, in Scheduled Acquisition Currencies and, if approved pursuant to exceed at any time outstanding such Lender’s pro rata share of subsection 9.3, in Special Acquisition Currencies (individually, a "Fronted Acquisition Loan"; collectively, the "Fronted Acquisition Loans").
(c) Notwithstanding anything to the contrary contained herein, no Acquisition Loan Advance Limit; provided, however, shall be requested or made to the extent that, after giving effect thereto and to any the use of proceeds thereof:
(i) the Aggregate Outstanding Acquisition Extensions of Credit shall exceed the Aggregate Acquisition Loan Borrowing, Commitment then in effect;
(ii) the aggregate amount of all outstanding Available Acquisition Loans and all outstanding Letter of Credit Obligations Loan Commitment shall not at any time exceed be less than zero; or
(iii) the Acquisition Loan Advance Limit. Subject Commitment of any Acquisition Direct Lender shall be less than the sum of (A) the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender which are denominated in Dollars, (B) the amount equal to 105% of the other Equivalent in Dollars of the aggregate principal amount of Syndicated Acquisition Loans made by such Acquisition Direct Lender in Approved Acquisition Currencies, (C) the amount equal to such Acquisition Direct Lender's Acquisition Loan Commitment Percentage of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Dollars and (D) the amount equal to such Acquisition Direct Lender's Acquisition Loan Commitment Percentage of the amount equal to 105% of the Equivalent in Dollars of the aggregate principal amount of Fronted Acquisition Loans which are denominated in Approved Acquisition Currencies.
(d) During the Commitment Period, the Acquisition Borrowers may use the Aggregate Acquisition Loan Commitment by borrowing Acquisition Loans, repaying the Acquisition Loans in whole or in part and reborrowing, all in accordance with the terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a).
(b) Notwithstanding paragraph (a) above, Acquisition Loans may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the Equivalent Amount of not more than the lesser of (i) the then available amount under the Acquisition Loan Advance Limit and (ii) $150,000,000 (the “Alternative Currency Sublimit”) calculated as of the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1
(a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the Acquisition Loan.
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Acquisition Loan Commitments. (ai) Subject to the terms and conditions of this Agreement and relying upon on the representations and warranties of the Company herein set forthforth herein, each Acquisition Loan Lender severally and not jointly agrees to make revolving credit loans an Acquisition Loan Advance to the Company (Borrower during the Acquisition Loan Availability Period on each Acquisition Loan Funding Date in an amount equal to its Pro Rata Share of the Acquisition Loan requested to be made on such loandate, an “but in no event shall any Acquisition Loan”) from time to time Loan Advance made by any Acquisition Lender on any Business Day during date exceed such Acquisition Lender's Acquisition Loan Commitment as of such date. The aggregate amount of all Acquisition Loan Advances made by the period from Acquisition Lenders hereunder shall not in any event exceed the Closing Date Maximum Acquisition Loan Amount. Unless earlier terminated in accordance herewith, each Acquisition Lender's Acquisition Loan Commitment shall terminate upon the earliest to the Maturity Date occur of (A) its making of Acquisition Loan Advances in an aggregate amount equal to its respective Acquisition Loan Commitment, (B) the date on which any Closing Failure shall have occurred and (C) the date on which an Acquisition Loan Funding Date shall have occurred with respect to each of the Astoria Bundle, the NiMo Assets and the Carr Xxxeet Generating Station. Once prepaid or repaid, an Acquisition Loan cannot be reborrowed.
(ii) The failure of any Acquisition Lender to exceed at any time outstanding such Lender’s pro rata share of make the Acquisition Loan Advance Limit; provided, however, that, after giving effect to be made by it as part of any Acquisition Loan Borrowing, the aggregate amount of all outstanding Acquisition Loans and all outstanding Letter of Credit Obligations shall not at relieve, in and of itself, any time exceed other Acquisition Lender of its obligation hereunder to make its Acquisition Loan Advance on the date of the applicable Acquisition Loan, but no Acquisition Lender shall be responsible for the failure of any other Acquisition Lender to make the Acquisition Loan Advance Limit. Subject to the be made by such other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a).
(b) Notwithstanding paragraph (a) above, Acquisition Loans may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the Equivalent Amount of not more than the lesser of (i) the then available amount under the Acquisition Loan Advance Limit and (ii) $150,000,000 (the “Alternative Currency Sublimit”) calculated as of Lender on the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1
(a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the any Acquisition Loan.
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Acquisition Loan Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties of the Company herein set forth, each Acquisition Loan Lender severally and not jointly agrees to make revolving credit loans to the Company (each such loan, an “Acquisition Loan”) from time to time on any Business Day during the period from the Closing Date to the Maturity Date in an aggregate amount not to exceed at any time outstanding such Lender’s pro rata share of the Acquisition Loan Advance Limit; provided, however, that, after giving effect to any Acquisition Loan Borrowing, the aggregate amount of all outstanding Acquisition Loans and all outstanding Letter of Credit Obligations shall not at any time exceed the Acquisition Loan Advance Limit. Subject to the other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a).
(b) Notwithstanding paragraph (a) above, Acquisition Loans may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the Equivalent Amount of not more than the lesser of (i) the then available amount under the Acquisition Loan Advance Limit and (ii) $150,000,000 125,000,000 (the “Alternative Currency Sublimit”) calculated as of the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1
(a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the Acquisition Loan.
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)
Acquisition Loan Commitments. (ai) Subject to the terms and conditions of this Agreement and relying upon on the representations and warranties of the Company herein set forthforth herein, each Acquisition Loan Lender severally and not jointly agrees to make revolving credit loans an Acquisition Loan Advance to the Company (each such loan, an “Acquisition Loan”) from time to time Borrower on any Business Day during the period from the Closing Date to the Maturity Date in an aggregate amount not equal to exceed at any time outstanding such Lender’s pro rata share its Pro Rata Share of the Acquisition Loan Advance Limit; providedrequested to be made on such date, however, that, after giving effect to but in no event shall any Acquisition Loan Borrowing, the Advance made by any Acquisition Lender on any date exceed such Acquisition Lender's Acquisition Loan Commitment as of such date. The aggregate amount of all outstanding Acquisition Loans and all outstanding Letter of Credit Obligations Loan Advances made by the Acquisition Lenders hereunder shall not in any event exceed the Maximum Acquisition Loan Amount. Each Acquisition Lender's Acquisition Loan Commitment shall terminate at 5:00 p.m. (New York time) on the Closing Date. Once prepaid or repaid, an Acquisition Loan cannot be reborrowed.
(ii) The failure of any time exceed Acquisition Lender to make the Acquisition Loan Advance Limit. Subject to the other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a).
(b) Notwithstanding paragraph (a) above, Acquisition Loans may, at the option be made by it as part of the CompanyAcquisition Loan shall not relieve, be requested in or converted into one and of itself, any other Acquisition Lender of its obligation hereunder to make its Acquisition Loan Advance on the date of the Alternative Currencies rather than Dollars in an amount up Acquisition Loan, but no Acquisition Lender shall be responsible for the failure of any other Acquisition Lender to the Equivalent Amount of not more than the lesser of (i) the then available amount under make the Acquisition Loan Advance Limit and (ii) $150,000,000 (the “Alternative Currency Sublimit”) calculated as of to be made by such other Acquisition Lender on the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1
(a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the Acquisition Loan.
Appears in 1 contract
Acquisition Loan Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties of the Company herein set forth, each Acquisition Loan Lender severally and not jointly agrees to make revolving credit loans to the Company (each such loan, an “Acquisition Loan”) from time to time on any Business Day during the period from the Closing Date to the Maturity Date in an aggregate amount not to exceed at any time outstanding such Lender’s pro rata share of the lesser of (a) the Acquisition Loan Advance LimitLimit or (b) the Total Acquisition Loan Commitment; provided, however, that, after giving effect to any Acquisition Loan Borrowing, the aggregate amount of all outstanding Acquisition Loans and all outstanding Letter of Credit Obligations shall not at any time exceed the Total Acquisition Loan Advance LimitCommitment. Subject to the other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a).
(b) Notwithstanding paragraph (a) above, Acquisition Loans may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the Equivalent Amount of not more than the lesser of (i) the then available amount under the Acquisition Loan Advance Limit and (ii) $150,000,000 125,000,000 (the “Alternative Currency Sublimit”) calculated as of the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1
(a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii) shall apply to subsequent Borrowings requested under the Acquisition Loan.
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)
Acquisition Loan Commitments. (a) Subject to the terms and conditions and relying upon the representations and warranties of the Company herein set forth, forth each Acquisition Loan Lender severally and not jointly agrees to make revolving credit loans to the Company Company, (each such loan, an “Acquisition Loan”) from time to time on any Business Day during the period from the Closing Date to the Maturity Date in an aggregate amount not to exceed at any time outstanding such Lender’s pro rata share of the lesser of (a) the Acquisition Loan Advance LimitLimit or (b) the aggregate amount of the Acquisition Loan Commitments of all the Acquisition Loan Lenders; provided, however, that, after giving effect to any Acquisition Loan Borrowing, the aggregate amount of all outstanding Acquisition Loans and all outstanding Letter of Credit Obligations shall not at any time exceed the aggregate Acquisition Loan Advance LimitCommitments. Subject to the other terms and conditions hereof, the Company may borrow, prepay and reborrow Acquisition Loans under this Section 3.1(a).
(b) Notwithstanding paragraph (a) above, Acquisition Loans Loans, may, at the option of the Company, be requested in or converted into one of the Alternative Currencies rather than Dollars in an amount up to the Equivalent Amount of not more than the lesser of (i) the then available amount under the Acquisition Loan Advance Limit and (ii) $150,000,000 (the “Alternative Currency Sublimit”) 175,000,000 calculated as of the date such Loans are requested. If so requested, only those Acquisition Loan Lenders designated on Schedule 1.1
(a1.1(a) as having Acquisition Loan Commitments in an Alternative Currency shall participate in making such Loans, notwithstanding that this results in such Lenders having amounts owing by the Company on a non pro rata basis. Following the advance of an Acquisition Loan in an Alternative Currency, the provisions of Section 3.2(c)(ii)) shall apply to subsequent Borrowings requested under the Acquisition Loan.
Appears in 1 contract
Samples: Revolving Credit Agreement (Group 1 Automotive Inc)