Amortization of Term Loan Borrowings. The Borrower shall pay to the Administrative Agent, for the ratable account of the Term Loan Lenders, on the last Business Day of each March, June, September and December, commencing on the last Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an amount equal to (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. To the extent not previously paid, all Term Loans made on the Closing Date and all 2018 Incremental Term Loans made on the First Incremental Amendment Date shall be due and payable by the Borrower on the Term Loan Maturity Date.” (f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of the outstanding loans under the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposes.” (g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Incremental Facility Assumption Agreement (Dragoneer Growth Opportunities Corp. II)
Amortization of Term Loan Borrowings. (a) The Borrower Co-Borrowers shall pay to the Administrative Agent, for the ratable account of the Lenders holding Initial Term Loan LendersLoans, on the last dates set forth on Annex I, or if any such date is not a Business Day, on the next succeeding Business Day of each Marchunless such next succeeding Business Day would fall in the next calendar month, June, September and December, commencing in which case such amount shall be payable on the last immediately preceding Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an a principal amount of the Initial Term Loans equal to the amount set forth on Annex I for such date (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h2.10(g), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. Notwithstanding anything to the contrary contained herein or in any other Loan Document, all outstanding Initial Term Loans shall be deemed to constitute Term Loans of the same Class and shall all amortize as set forth on Annex I.
(b) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Aleris Incremental Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Aleris Incremental Funding Date, through and including the last day of the fiscal quarter ended immediately prior to the Aleris Incremental Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Aleris Incremental Term Loan Repayment Date”), a principal amount of the Aleris Incremental Term Loans equal to $1,937,500 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. On the Aleris Incremental Maturity Date, the remaining outstanding principal amount of Aleris Incremental Term Loans, together with accrued and unpaid interest on such amount to but excluding the date of such payment.
(c) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Tranche A-1 Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Tranche A-1 Funding Date, through and including the last day of the fiscal quarter ended immediately prior to the Tranche A-1 Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Tranche A-1 Term Loan Repayment Date”), a principal amount of the Tranche A-1 Term Loans equal to $1,250,000 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the principal amount to be paid to but 1087312.03B-CHISR01A1209777.02-CHISR02A - MSW excluding the date of such payment. The Co-Borrowers shall pay to the Administrative Agent, for the account of the Tranche A-1 Term Lenders, on the Tranche A-1 Maturity Date, the remaining outstanding principal amount of Tranche A-1 Term Loans, together with accrued and unpaid interest on such amount to but excluding the date of such payment.
(d) The principal amount of Incremental Term Loans (other than Aleris Incremental Term Loans) and Other Term Loans (other than Tranche A-1 Term Loans) shall be repaid by the applicable Co-Borrowers as provided in the applicable Increase Joinder or Refinancing Amendment, as the case may be, in each case subject to the requirements of this Agreement.
(e) To the extent not previously paid, all Term Loans made on the Closing Date and all 2018 Incremental Term Loans made on the First Incremental Amendment Date shall be due and payable by the Borrower on the Maturity Date of such Term Loan Maturity DateLoans.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of the outstanding loans under the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposes.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Credit Agreement (Novelis Inc.)
Amortization of Term Loan Borrowings. (a) The Borrower Co-Borrowers shall pay to the Administrative Agent, for the ratable account of the Lenders holding Initial Term Loan LendersLoans, on the last dates set forth on Annex I, or if any such date is not a Business Day, on the next succeeding Business Day of each Marchunless such next succeeding Business Day would fall in the next calendar month, June, September and December, commencing in which case such amount shall be payable on the last immediately preceding Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an a principal amount of the Initial Term Loans equal to the amount set forth on Annex I for such date (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h2.10(g), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. Notwithstanding anything to the contrary contained herein or in any other Loan Document, all outstanding Initial Term Loans shall be deemed to constitute Term Loans of the same Class and shall all amortize as set forth on Annex I.
(b) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Aleris Incremental Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Aleris Incremental Funding Date, through and including the last day of the fiscal quarter ended immediately prior to the Aleris Incremental Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Aleris Incremental Term Loan Repayment Date”), a principal amount of the Aleris Incremental Term Loans equal to $1,937,500 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. On the Aleris Incremental Maturity Date, the remaining outstanding principal amount of Aleris Incremental Term Loans, together with accrued and unpaid interest on such amount to but excluding the date of such payment.
(c) The principal amount of Incremental Term Loans (other than Aleris Incremental Term Loans) and Other Term Loans shall be repaid by the applicable Co-Borrowers as provided in the applicable Increase Joinder or Refinancing Amendment, as the case may be, in each case subject to the requirements of this Agreement.
(d) To the extent not previously paid, all Term Loans made on the Closing Date and all 2018 Incremental Term Loans made on the First Incremental Amendment Date shall be due and payable by the Borrower on the Maturity Date of such Term Loan Maturity DateLoans.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of the outstanding loans under the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposes.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Credit Agreement (Novelis Inc.)
Amortization of Term Loan Borrowings. (a) The Borrower Co-Borrowers shall pay to the Administrative Agent, for the ratable account of the Lenders holding Initial Term Loan LendersLoans, on the last dates set forth on Annex I, or if any such date is not a Business Day, on the next succeeding Business Day of each Marchunless such next succeeding Business Day would fall in the next calendar month, June, September and December, commencing in which case such amount shall be payable on the last immediately preceding Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an a principal amount of the Initial Term Loans equal to the amount set forth on Annex I for such date (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h2.10(g), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. Notwithstanding anything to the contrary contained herein or in any other Loan Document, all outstanding Initial Term Loans shall be deemed to constitute Term Loans of the same Class and shall all amortize as set forth on Annex I.
(b) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Aleris Incremental Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Aleris Incremental Funding Date, through and including the last day of the fiscal quarter ended immediately prior to the Aleris Incremental Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Aleris Incremental Term Loan Repayment Date”), a principal amount of the Aleris Incremental Term Loans equal to $1,937,500 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. On the Aleris Incremental Maturity Date, the remaining outstanding principal amount of Aleris Incremental Term Loans, together with accrued and unpaid interest on such amount to but excluding the date of such payment.
(c) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Tranche A-1 Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Tranche A-1 Funding Date, through and including the last day of the fiscal quarter ended immediately prior to the Tranche A-1 Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Tranche A-1 Term Loan Repayment Date”), a principal amount of the Tranche A-1 Term Loans equal to $1,250,000 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. The Co-Borrowers shall pay to the Administrative Agent, 114 for the account of the Tranche A-1 Term Lenders, on the Tranche A-1 Maturity Date, the remaining outstanding principal amount of Tranche A-1 Term Loans, together with accrued and unpaid interest on such amount to but excluding the date of such payment.
(d) The principal amount of Incremental Term Loans (other than Aleris Incremental Term Loans) and Other Term Loans (other than Tranche A-1 Term Loans) shall be repaid by the applicable Co-Borrowers as provided in the applicable Increase Joinder or Refinancing Amendment, as the case may be, in each case subject to the requirements of this Agreement.
(e) To the extent not previously paid, all Term Loans made on the Closing Date and all 2018 Incremental Term Loans made on the First Incremental Amendment Date shall be due and payable by the Borrower on the Maturity Date of such Term Loan Maturity DateLoans.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of the outstanding loans under the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposes.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Credit Agreement (Novelis Inc.)
Amortization of Term Loan Borrowings. (a) The Borrower Co-Borrowers shall pay to the Administrative Agent, for the ratable account of the Lenders holding Initial Term Loan LendersLoans, on the last dates set forth on Annex I, or if any such date is not a Business Day, on the next succeeding Business Day of each Marchunless such next succeeding Business Day would fall in the next calendar month, June, September and December, commencing in which case such amount shall be payable on the last immediately preceding Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an a principal amount of the Initial Term Loans equal to the amount set forth on Annex I for such date (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h2.10(g), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. To Notwithstanding anything to the extent not previously paidcontrary contained herein or in any other Loan Document, all outstanding Initial Term Loans made shall be deemed to constitute Term Loans of the same Class and shall all amortize as set forth on Annex I.
(b) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Aleris Incremental Term Lenders, on the Closing Date last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Aleris Incremental Funding Date, through and all 2018 including the last day of the fiscal quarter ended immediately prior to the Aleris Incremental Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Aleris Incremental Term Loan Repayment Date”), a principal amount of the Aleris Incremental Term Loans made equal to $1,937,500 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the First principal amount to be paid to but excluding the date of such payment. On the Aleris Incremental Amendment Date shall be due and payable by the Borrower on the Term Loan Maturity Date.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds remaining outstanding principal amount of the 2018 Aleris Incremental Term Loans made Loans, together with accrued and unpaid interest on such amount to but excluding the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower date of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of the outstanding loans under the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposessuch payment.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Credit Agreement (Novelis Inc.)
Amortization of Term Loan Borrowings. The Borrower shall pay to the Administrative Agent, for the ratable account of the Term Loan Lenders, on the last Business Day of each March, June, September and December, commencing on the last Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an amount equal to (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and Date, (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date and (iii) 0.2512562814% in respect of principal of the 2018-B Incremental Term Loans made on the Second Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. To the extent not previously paid, all Term Loans made on the Closing Date and Date, all 2018 Incremental Term Loans made on the First Incremental Amendment Date and all 2018-B Incremental Term Loans made on the Second Incremental Amendment Date shall be due and payable by the Borrower on the Term Loan Maturity Date.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 2018-B Incremental Term Loans made on the First Second Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of prepay the outstanding loans under the Existing Credit Agreement Interim Financing (as defined belowin the Second Incremental Amendment), (iiiii) pay fees, costs and expenses incurred in connection with the First Second Incremental Amendment and the transactions contemplated thereby, thereby and (iviii) finance working capital and general corporate purposes.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Incremental Facility Assumption Agreement (Dragoneer Growth Opportunities Corp. II)
Amortization of Term Loan Borrowings. (a) The Borrower Co-Borrowers shall pay to the Administrative Agent, for the ratable account of the Lenders holding Initial Term Loan LendersLoans, on the last dates set forth on Annex I, or if any such date is not a Business Day, on the next succeeding Business Day of each Marchunless such next succeeding Business Day would fall in the next calendar month, June, September and December, commencing in which case such amount shall be payable on the last immediately preceding Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an a principal amount of the Initial Term Loans equal to the amount set forth on Annex I for such date (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h2.10(g), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. Notwithstanding anything to the contrary contained herein or in any other Loan Document, all outstanding Initial Term Loans shall be deemed to constitute Term Loans of the same Class and shall all amortize as set forth on Annex I.
(b) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Aleris Incremental Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Aleris 129 1031947.12E-CHISR1060441.10-CHISR01A - MSW
(c) The principal amount of Incremental Term Loans (other than Aleris Incremental Term Loans) and Other Term Loans shall be repaid by the applicable Co-Borrowers as provided in the applicable Increase Joinder or Refinancing Amendment, as the case may be, in each case subject to the requirements of this Agreement.
(d) To the extent not previously paid, all Term Loans made on the Closing Date and all 2018 Incremental Term Loans made on the First Incremental Amendment Date shall be due and payable by the Borrower on the Maturity Date of such Term Loan Maturity DateLoans.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of the outstanding loans under the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposes.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Credit Agreement (Novelis Inc.)
Amortization of Term Loan Borrowings. (a) The Borrower Co-Borrowers shall pay to the Administrative Agent, for the ratable account of the Lenders holding Initial Term Loan LendersLoans, on the last dates set forth on Annex I, or if any such date is not a Business Day, on the next succeeding Business Day of each Marchunless such next succeeding Business Day would fall in the next calendar month, June, September and December, commencing in which case such amount shall be payable on the last immediately preceding Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an a principal amount of the Initial Term Loans equal to the amount set forth on Annex I for such date (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h2.10(g), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. To Notwithstanding anything to the extent not previously paidcontrary contained herein or in any other Loan Document, all outstanding Initial Term Loans made shall be deemed to constitute Term Loans of the same Class and shall all amortize as set forth on Annex I.
(b) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Aleris Incremental Term Lenders, on the Closing Date last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Aleris Incremental Funding Date, through and all 2018 including the last day of the fiscal quarter ended immediately prior to the Aleris Incremental Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Aleris Incremental Term Loan Repayment Date”), a principal amount of the Aleris Incremental Term Loans made equal to $1,937,500 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the First principal amount to be paid to but excluding the date of such payment. On the Aleris Incremental Amendment Date Maturity Date, the remaining outstanding principal amount of Aleris Incremental Term Loans, together with accrued and unpaid interest on such amount to but excluding the date of such payment.
(c) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Tranche A-1 Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Tranche A-1 Funding Date, through and including the last day of the fiscal quarter ended immediately prior to the Tranche A-1 Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be due and payable by the Borrower on the immediately preceding Business Day (each such date, a “Tranche A-1 Term Loan Maturity Repayment Date.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), a principal amount of the Tranche A-1 Term Loans equal to $1,250,000 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the 2018 Acquisition Agreementprincipal amount to be paid to but excluding the date of such payment. The Co-Borrowers shall pay to the Administrative Agent, (ii) to repay a portion for the account of the Tranche A-1 Term Lenders, on the Tranche A-1 Maturity Date, the remaining outstanding loans under principal amount of Tranche A-1 Term Loans, together with accrued and unpaid interest on such amount to but excluding the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposesdate of such payment.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
Appears in 1 contract
Samples: Credit Agreement (Novelis Inc.)
Amortization of Term Loan Borrowings. (a) The Borrower Co-Borrowers shall pay to the Administrative Agent, for the ratable account of the Lenders holding Initial Term Loan LendersLoans, on the last dates set forth on Annex I, or if any such date is not a Business Day, on the next succeeding Business Day of each Marchunless such next succeeding Business Day would fall in the next calendar month, June, September and December, commencing in which case such amount shall be payable on the last immediately preceding Business Day of December, 2018 (each such date, a “Term Loan Repayment Date”), an a principal amount of the Initial Term Loans equal to the amount set forth on Annex I for such date (i) 0.25% in respect of principal of the Term Loans made on the Closing Date and (ii) 0.2512562814% in respect of principal of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, in each case, as adjusted from time to time pursuant to Section 2.10(h2.10(g), as reduced by the principal amount of Loans contributed or assigned to Holdings or any of its Restricted Subsidiaries pursuant to Section 10.04(b)(vi) or (viii), and as adjusted in connection with the making of any further Incremental Term Loans pursuant to Section 2.20 hereof, together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. Notwithstanding anything to the contrary contained herein or in any other Loan Document, all outstanding Initial Term Loans shall be deemed to constitute Term Loans of the same Class and shall all amortize as set forth on Annex I. 1160381.015-CHISR02A - MSW
(b) The Co-Borrowers shall pay to the Administrative Agent, for the account of the Aleris Incremental Term Lenders, on the last day of each fiscal quarter of the Designated Company, commencing with the last day of the first fiscal quarter ended after the Aleris Incremental Funding Date, through and including the last day of the fiscal quarter ended immediately prior to the Aleris Incremental Maturity Date, or if any such date is not a Business Day, on the next succeeding Business Day unless such next succeeding Business Day would fall in the next calendar month, in which case such amount shall be payable on the immediately preceding Business Day (each such date, a “Aleris Incremental Term Loan Repayment Date”), a principal amount of the Aleris Incremental Term Loans equal to $1,937,500 (as adjusted from time to time pursuant to Section 2.10(g)), together in each case with accrued and unpaid interest on the principal amount to be paid to but excluding the date of such payment. On the Aleris Incremental Maturity Date, the remaining outstanding principal amount of Aleris Incremental Term Loans, together with accrued and unpaid interest on such amount to but excluding the date of such payment.
(c) The principal amount of Incremental Term Loans (other than Aleris Incremental Term Loans) and Other Term Loans shall be repaid by the applicable Co-Borrowers as provided in the applicable Increase Joinder or Refinancing Amendment, as the case may be, in each case subject to the requirements of this Agreement.
(d) To the extent not previously paid, all Term Loans made on the Closing Date and all 2018 Incremental Term Loans made on the First Incremental Amendment Date shall be due and payable by the Borrower on the Maturity Date of such Term Loan Maturity DateLoans.”
(f) Section 3.11 of the Credit Agreement is hereby amended by adding the following sentence at the end thereof: “For the avoidance of doubt, the Borrower will (or will direct a Credit Party to) use the proceeds of the 2018 Incremental Term Loans made on the First Incremental Amendment Date, to (i) finance the acquisition by the Borrower of the 2018 Target (the “2018 Acquisition”), pursuant to the 2018 Acquisition Agreement, (ii) to repay a portion of the outstanding loans under the Existing Credit Agreement (as defined below), (iii) pay fees, costs and expenses incurred in connection with the First Incremental Amendment and the transactions contemplated thereby, and (iv) finance working capital and general corporate purposes.”
(g) The Credit Agreement is hereby amended by inserting as part of Annex A thereto Schedule 2.01(a) attached hereto.
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Samples: Credit Agreement (Novelis Inc.)