Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (c) of this Section 2.10, the Borrower shall repay Term Loan Borrowings on the last day of each March, June, September and December (commencing on December 31, 2018) in the principal amount of (x), in the case of the Initial Term Loans, Initial Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by (ii) 0.25%, (y) in the case of each 2019 Incremental Effective Date Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2019 Incremental Effective Date Term Loan immediately after its funding on the 2019 Incremental Effective Date and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2019 Incremental Effective Date and (z) in the case of each 2019 Delayed Draw Incremental Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2019 Delayed Draw Incremental Term Loan immediately after its funding and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term Loan; provided that if any such date is not a Business Day, such payment shall be due on the next succeeding Business Day. (b) To the extent not previously paid, all Term Loans shall be due and payable on the Term Maturity Date. (c) Any prepayment of a Term Facility Borrowing of any Class (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Facility Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class in direct order of maturity and thereafter ratably to the remaining payments thereof (including the bullet due on the Term Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicable. (d) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election not later than 2:00 p.m., New York City time, two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
Appears in 1 contract
Samples: Incremental Assumption and Amendment (European Wax Center, Inc.)
Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (c) of this Section 2.10, the Borrower shall repay Term Loan Borrowings on the last day of each March, June, September and December (commencing on December 31, 2018) in the principal amount of (xxw), in the case of the Initial Term Loans, Initial Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by (ii) 0.25%, (yyx) in the case of each 2019 Incremental Effective Date Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2019 Incremental Effective Date Term Loan immediately after its funding on the 2019 Incremental Effective Date and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2019 Incremental Effective Date and and, (zzy) in the case of each 2019 Delayed Draw Incremental Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2019 Delayed Draw Incremental Term Loan immediately after its funding and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term Loan and (z) in the case of each 2020 Incremental Effective Date Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2020 Incremental Effective Date Term Loan immediately after its funding on the 2020 Incremental Effective Date and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2020 Incremental Effective Date; provided that if any such date is not a Business Day, such payment shall be due on the next succeeding Business Day.
(b) To the extent not previously paid, all Term Loans shall be due and payable on the Term Maturity Date.
(c) Any prepayment of a Term Facility Borrowing of any Class (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Facility Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class in direct order of maturity and thereafter ratably to the remaining payments thereof (including the bullet due on the Term Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicable.
(d) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election not later than 2:00 p.m., New York City time, two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
Appears in 1 contract
Samples: Incremental Assumption and Amendment (European Wax Center, Inc.)
Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (c) of this Section 2.10Section, the Borrower shall repay to the Administrative Agent (i) for the ratable account of the Tranche A Term Loan Borrowings Lenders, (A) on the last day Business Day of each March, June, September and December (December, commencing on December 31, 20182014 (the “Commencement Date”) in to the second anniversary of the Commencement Date, an aggregate amount equal to 1.25% of the aggregate amount of all Tranche A Term Loans outstanding on the Restatement Effective Date, (B) on the last Business Day of each March, June, September and December, from and including the second anniversary of the Commencement Date to the fourth anniversary of the Commencement Date, an aggregate amount equal to 1.875% of the aggregate amount of all Tranche A Term Loans outstanding on the Restatement Effective Date, (C) on the last Business Day of each March, June, September and December, from and including the fourth anniversary of the Commencement Date through and including the last quarterly installment date on or prior to the fifth anniversary of the Restatement Effective Date, an aggregate amount equal to 2.50% of the aggregate amount of all Tranche A Term Loans outstanding on the Restatement Effective Date, and (D) on the Tranche A Term Maturity Date, the aggregate principal amount of (x), in the case of the Initial Term Loans, Initial all Tranche A Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by such date and (ii) 0.25%for the ratable account of the Tranche B Term Lenders, (yA) in on the case last Business Day of each 2019 Incremental Effective Date Term LoanMarch, June, September and December, commencing on the Commencement Date, an aggregate amount equal to 0.25% of the product of (A) the principal aggregate amount of such 2019 Incremental Effective Date all Tranche B Term Loan immediately after its funding Loans outstanding on the 2019 Incremental Restatement Effective Date and (B) a fractionon the Tranche B Term Maturity Date, the numerator of which is the aggregate principal amount of the Initial all Tranche B Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial such date. The Borrower shall repay Incremental Term Loans outstanding immediately prior to the 2019 Incremental Effective Date of any Series in such amounts and (z) on such date or dates as shall be specified therefor in the case of each 2019 Delayed Draw Incremental Facility Amendment establishing the Incremental Term Loan, an amount equal to 0.25% of the product of (A) the principal amount Commitments of such 2019 Delayed Draw Incremental Term Loan immediately after its funding and Series (B) a fraction, the numerator of which is the aggregate principal as such amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term Loan; provided that if any such date is not a Business Day, such payment shall be due on the next succeeding Business Dayadjusted pursuant to paragraph (c) of this Section or pursuant to such Incremental Facility Amendment).
(b) To the extent not previously paid, (i) all Tranche A Term Loans shall be due and payable on the Tranche A Term Maturity Date, (ii) all Tranche B Term Loans shall be due and payable on the Tranche B Term Maturity Date and (iii) all Incremental Term Loans of any Series shall be due and payable on the applicable Incremental Term Maturity Date.
(c) Any prepayment of a Term Facility Borrowing Loans of any Class (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Loans of such Class to be made pursuant to this Section ratably based on the amount of such scheduled repayments (including the repayment due and payable on the applicable Maturity Date); provided that any prepayment of any Class of Incremental Term Borrowings shall be applied to subsequent scheduled repayments as provided in the applicable Incremental Facility Amendment. In the event that Term Loans of any Class are converted into a new Class of Term Loans pursuant to a Refinancing Facility Agreement effected pursuant to Section 2.22, then the subsequent scheduled repayments of the Term Borrowings of such Class to be made pursuant to this Section as directed will not be reduced or otherwise affected by the Borrower such transaction (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class in direct order of maturity and thereafter ratably except to the remaining extent of additional amortization payments thereof (including in agreed amounts on or after the bullet due on original Maturity Date applicable to any such Term Loans and related reductions in the Term final scheduled payment at any new Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicable.
(d) Prior to any repayment of any Term Loan Borrowings Loans of any Class hereunderunder this Section, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election selection not later than 2:00 1:00 p.m., New York City time, two three Business Day Days before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing Term Loan shall be applied ratably to the Loans included in the repaid Term Borrowing. Repayments of Term Loan Borrowings Loans shall be accompanied by accrued interest on the amount amounts repaid.
Appears in 1 contract
Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (c) of this Section 2.10Section, the Borrower shall repay Term Loan A Borrowings on the last day Business Day of each Marchcalendar quarter beginning with the fiscal quarter ending September 30, June, September and December (commencing on December 31, 2018) 2011 in an aggregate amount equal to 2.5% of the initial aggregate principal amount of the Term A-1 Loan plus the initial aggregate amount of the Term A-2 Loan (xand in addition, to the extent that any incremental Term A Loans shall be made pursuant to Section 2.09(d), in the case of additional agreed amortization amount for such incremental Term A Loans based on the Initial Term Loans, Initial Term Loans equal to (i) the initial aggregate outstanding principal amount of such incremental Term A Loans immediately after closing on the Effective last Business Day of each calendar quarter from and including the calendar quarter immediately succeeding the calendar quarter in which such incremental Term A Loans are made). The Borrower shall pay the entire remaining unpaid principal amount of the Term A Loan on the Term A Maturity Date multiplied by (ii) 0.25%, (y) or in the case of each 2019 Incremental Effective Date any incremental Term A Loan, on such other maturity date applicable thereto).
(b) Subject to adjustment pursuant to paragraph (c) of this Section, the Borrower shall repay Term B Borrowings on the last Business Day of each calendar quarter beginning with the fiscal quarter ending September 30, 2011 in an aggregate amount equal to 0.25% of the product of (A) the principal amount of such 2019 Incremental Effective Date Term Loan immediately after its funding on the 2019 Incremental Effective Date and (B) a fraction, the numerator of which is the initial aggregate principal amount of the Initial Term B Loan (and in addition, to the extent that any incremental Term B Loans outstanding immediately after closing shall be made pursuant to Section 2.09(d), in the additional agreed amortization amount for such incremental Term B Loans based on the Effective Date and the denominator of which is equal to the initial aggregate principal amount of Initial such incremental Term B Loans outstanding on the last Business Day of each calendar quarter from and including the calendar quarter immediately prior to succeeding the 2019 Incremental Effective calendar quarter in which such incremental Term B Loans are made). The Borrower shall pay the entire remaining unpaid principal amount of the Term B Loan on the Term B Maturity Date and (z) or in the case of each 2019 Delayed Draw Incremental any incremental Term B Loan, an amount equal to 0.25% of the product of (A) the principal amount of on such 2019 Delayed Draw Incremental Term Loan immediately after its funding and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term Loan; provided that if any such other maturity date is not a Business Day, such payment shall be due on the next succeeding Business Day.
(b) To the extent not previously paid, all Term Loans shall be due and payable on the Term Maturity Dateapplicable thereto).
(c) Any optional or mandatory prepayment of a Term Facility Borrowing of any Class shall be applied (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Facility Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class first, in direct order of maturity to the scheduled repayments of the Term Borrowings of such Class occurring in the twelve months following the date of such prepayment and thereafter (ii) second, ratably to the remaining payments thereof (including the bullet due on the Term Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section scheduled repayments of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicableBorrowings.
(d) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election not later than 2:00 p.m., New York City time, two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
Appears in 1 contract
Samples: Credit Agreement (Manitowoc Co Inc)
Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (c) of this Section 2.10Section, the Borrower shall repay to the Administrative Agent (i) for the ratable account of the Tranche B-1 Term Loan Borrowings Lenders, (A) on the last day Business Day of each March, June, September and December (commencing on December, beginning with December 31, 2018) in the principal amount of (x), in the case of the Initial Term Loans, Initial Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by (ii) 0.25%, (y) in the case of each 2019 Incremental Effective Date Term Loan2013, an aggregate amount equal to 0.25% of the product of (A) the principal aggregate amount of such 2019 Incremental Effective Date all Tranche B-1 Term Loan immediately after its funding Loans outstanding on the 2019 Incremental Effective Date and (B) a fractionon the Tranche B-1 Term Maturity Date, the numerator of which is the aggregate principal amount of the Initial all Tranche B-1 Term Loans outstanding immediately after closing on such date and (ii) for the ratable account of the Tranche B-2 Term Lenders, (A) on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2019 Incremental Effective Date and (z) in the case last Business Day of each 2019 Delayed Draw Incremental Term LoanMarch, June, September and December, beginning with December 31, 2013, an aggregate amount equal to 0.25% of the product of (A) the principal aggregate amount of such 2019 Delayed Draw Incremental all Tranche B-2 Term Loan immediately after its funding Loans outstanding on the Effective Date and (B) a fractionon the Tranche B-2 Term Maturity Date, the numerator of which is the aggregate principal amount of the Initial all Tranche B-2 Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial such date. The Borrower shall repay Incremental Term Loans outstanding immediately prior to of any Series in such amounts and on such date or dates as shall be specified therefor in the funding Incremental Facility Amendment establishing the Incremental Term Commitments of such 2019 Delayed Draw Incremental Term Loan; provided that if any Series (as such date is not a Business Day, such payment amount shall be due on the next succeeding Business Dayadjusted pursuant to paragraph (c) of this Section or pursuant to such Incremental Facility Amendment).
(b) To the extent not previously paid, (i) all Tranche B-1 Term Loans shall be due and payable on the Tranche B-1 Term Maturity Date, (ii) all Tranche B-2 Term Loans shall be due and payable on the Tranche B-2 Term Maturity Date and (iii) all Incremental Term Loans of any Series shall be due and payable on the applicable Incremental Term Maturity Date.
(c) Any prepayment of a Term Facility Borrowing Loans of any Class (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Loans of such Class to be made pursuant to this Section ratably based on the amount of such scheduled repayments (including the repayment due and payable on the applicable Maturity Date); provided that any prepayment of any Class of Incremental Term Borrowings shall be applied to subsequent scheduled repayments as provided in the applicable Incremental Facility Amendment. In the event that Term Loans of any Class are converted into a new Class of Term Loans pursuant to a Refinancing Facility Agreement effected pursuant to Section 2.22, then the subsequent scheduled repayments of the Term Borrowings of such Class to be made pursuant to this Section as directed will not be reduced or otherwise affected by the Borrower such transaction (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class in direct order of maturity and thereafter ratably except to the remaining extent of additional amortization payments thereof (including in agreed amounts on or after the bullet due on original Maturity Date applicable to any such Term Loans and related reductions in the Term final scheduled payment at any new Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicable.
(d) Prior to any repayment of any Term Loan Borrowings Loans of any Class hereunderunder this Section, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election selection not later than 2:00 1:00 p.m., New York City time, two three Business Day Days before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing Term Loan shall be applied ratably to the Loans included in the repaid Term Borrowing. Repayments of Term Loan Borrowings Loans shall be accompanied by accrued interest on the amount amounts repaid.
Appears in 1 contract
Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (cd) of this Section 2.10Section, the Borrower shall repay Term Loan A Borrowings on the last day Business Day of each March, June, September and December (commencing on December 31, 2018) calendar quarter set forth below in the aggregate principal amount of indicated (xand in addition, to the extent that any incremental Term A Loans shall be made pursuant to Section 2.09(d), in the case of the Initial Term Loans, Initial Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by (ii) 0.25%, (y) in the case of each 2019 Incremental Effective Date Term Loan, an additional amount equal to 0.25% of the product of (A) corresponding amount required to be amortized with respect to the other Term A Loans based on the initial aggregate principal amount of such 2019 Incremental Effective Date incremental Term Loan immediately after its funding A Loans on the 2019 Incremental Effective last Business Day of each calendar quarter from and including the calendar quarter immediately succeeding the calendar quarter in which such incremental Term A Loans are made):
(i) on the last Business Day of each calendar quarter ending after the calendar quarter in which the Term End Date occurs to and (B) a fractionincluding the eighth such calendar quarter, the numerator Borrower shall make an aggregate payment equal to 2.5% of the aggregate amount of the Term A Loan at the time the Term A Loan Commitment terminated;
(ii) on the last Business Day of each of the ninth through sixteenth calendar quarters next following the calendar quarter in which is the Term End Date occurs, the Borrower shall make an aggregate payment equal to 3.75% of the initial aggregate principal amount of the Initial Term Loans outstanding immediately after closing A Loan at the time the Term A Loan Commitment terminated;
(iii) on the Effective last Business Day of each of the seventeenth through nineteenth calendar quarters next following the calendar quarter in which the Term End Date and occurs, the denominator of which is Borrower shall make an aggregate payment equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2019 Incremental Effective Date and (z) in the case of each 2019 Delayed Draw Incremental Term Loan, an amount equal to 0.2512.5% of the product of (A) the principal amount of such 2019 Delayed Draw Incremental Term Loan immediately after its funding and (B) a fraction, the numerator of which is the initial aggregate principal amount of the Initial Term Loans outstanding immediately after closing A Loan at the time the Term A Loan Commitment terminated; and
(iv) on the Effective Date and Term A Maturity Date, the denominator of which is equal to Borrower shall pay the aggregate entire remaining unpaid principal amount of Initial the Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term A Loan; provided that if any such date is not a Business Day, such payment shall be due on the next succeeding Business Day.
(b) To Subject to adjustment pursuant to paragraph (d) of this Section, the extent not previously paidBorrower shall repay the Term B Loan on the last Business Day of each calendar quarter set forth below in the aggregate principal amount indicated:
(i) on the last Business Day of each calendar quarter ending after the calendar quarter in which the Term End Date occurs, all to and including the twenty third such calendar quarter, the Borrower shall make an aggregate payment equal to .25% of the initial aggregate amount of the Term Loans shall be due and payable B Loan; and
(ii) on the Term B Maturity Date, the Borrower shall pay the entire remaining unpaid principal amount of the Term B Loan.
(c) The Borrower shall repay the entire unpaid principal amount of the Term X Loan in full on the Term X Maturity Date.
(cd) Any optional or mandatory prepayment of a Term Facility Borrowing of any Class shall be applied (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Facility Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class first, in direct order of maturity to the scheduled repayments of the Term Borrowings of such Class occurring in the twelve months following the date of such prepayment and thereafter (ii) second, ratably to the remaining payments thereof (including the bullet due on the Term Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section scheduled repayments of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicableBorrowings.
(d) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election not later than 2:00 p.m., New York City time, two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
Appears in 1 contract
Samples: Credit Agreement (Manitowoc Co Inc)
Amortization of Term Loans. (a) Subject (i) Prior to an IPO, subject to adjustment pursuant to paragraph (cd) of this Section 2.10, the Borrower shall repay Initial Term Loan Borrowings Loans on the last day of each March, June, September and December (commencing on December 31, 20182019) in the principal amount of (x), each case in the case of the Initial Term Loans, Initial Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by (ii) 0.25%, (y) in the case of each 2019 Incremental Effective Date Term Loan, an amount equal to 0.251.25% of the product of (A) the principal amount of such 2019 Incremental Effective Date Term Loan immediately after its funding on the 2019 Incremental Effective Date and (B) a fraction, the numerator of which is the original aggregate principal amount of the Initial Term Loans outstanding immediately after closing made on the Effective Date and (commencing with the denominator last day of the fiscal quarter during which is the Delayed Draw Commitment Expiration Date occurs) such amounts shall be increased by an amount equal to 1.25% of the aggregate principal amount of all Delayed Draw Term Loans drawn prior to the date of any such payment (and the Borrower and the First Lien Administrative Agent will be permitted to re-establish the amortization schedule to make any Delayed Draw Term Loan to be fungible with the then outstanding Initial Term Loans outstanding immediately prior to the 2019 Incremental Effective Date and (z) in the case of each 2019 Delayed Draw Incremental Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2019 Delayed Draw Incremental Term Loan immediately after its funding and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing funded on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term LoanDate); provided that if any such date is not a Business Day, such payment shall be due on the next succeeding preceding Business Day.
(bii) After an IPO, subject to adjustment pursuant to paragraph (d) of this Section 2.10, the Borrower shall repay Initial Term Loans on the last day of each March, June, September and December (commencing with the first such date after such IPO) in each case in an amount equal to 0.25% of the principal amount of Initial Term Loans Borrowed on the Effective Date and (commencing with the first such date after such IPO) such amounts shall be increased by an amount equal to 0.25% of the aggregate principal amount of all Delayed Draw Term Loans drawn prior to the date of any such payment (and the Borrower and the First Lien Administrative Agent will be permitted from time to time to re-establish the amortization schedule to make any Delayed Draw Term Loan to be fungible with the then outstanding Initial Term Loans funded on the Effective Date); provided that if any such date is not a Business Day, such payment shall be due on the next preceding Business Day.
(c) To the extent not previously paid, all Initial Term Loans shall be due and payable on the Term Maturity Date.
(c) Any prepayment of a Term Facility Borrowing of any Class (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Facility Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class in direct order of maturity and thereafter ratably to the remaining payments thereof (including the bullet due on the Term Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicable.
(d) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election not later than 2:00 p.m., New York City time, two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
Appears in 1 contract
Samples: First Lien Credit Agreement (Brigham Minerals, Inc.)
Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (cd) of this Section 2.10Section, the Borrower shall repay Term Loan A Borrowings on the last day Business Day of each March, June, September and December (commencing on December 31, 2018) calendar quarter set forth below in the aggregate principal amount of indicated (xand in addition, to the extent that any incremental Term A Loans shall be made pursuant to Section 2.09(d), in the case of the Initial Term Loans, Initial Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by (ii) 0.25%, (y) in the case of each 2019 Incremental Effective Date Term Loan, an additional amount equal to 0.25% of the product of (A) corresponding amount required to be amortized with respect to the other Term A Loans based on the initial aggregate principal amount of such 2019 Incremental Effective Date incremental Term Loan immediately after its funding A Loans on the 2019 Incremental Effective last Business Day of each calendar quarter from and including the calendar quarter immediately succeeding the calendar quarter in which such incremental Term A Loans are made):
(i) on the last Business Day of each calendar quarter ending after the calendar quarter in which the Term End Date occurs to and (B) a fractionincluding the eighth such calendar quarter, the numerator Borrower shall make an aggregate payment equal to 2.5% of the aggregate amount of the Term A Loan at the time the Term A Loan Commitment terminated;
(ii) on the last Business Day of each of the ninth through sixteenth calendar quarters next following the calendar quarter in which is the Term End Date occurs, the Borrower shall make an aggregate payment equal to 3.75% of the initial aggregate principal amount of the Initial Term Loans outstanding immediately after closing A Loan at the time the Term A Loan Commitment terminated;
(iii) on the Effective last Business Day of each of the seventeenth through nineteenth calendar quarters next following the calendar quarter in which the Term End Date and occurs, the denominator of which is Borrower shall make an aggregate payment equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2019 Incremental Effective Date and (z) in the case of each 2019 Delayed Draw Incremental Term Loan, an amount equal to 0.2512.5% of the product of (A) the principal amount of such 2019 Delayed Draw Incremental Term Loan immediately after its funding and (B) a fraction, the numerator of which is the initial aggregate principal amount of the Initial Term Loans outstanding immediately after closing A Loan at the time the Term A Loan Commitment terminated; and
(iv) on the Effective Date and Term A Maturity Date, the denominator of which is equal to Borrower shall pay the aggregate entire remaining unpaid principal amount of Initial the Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term A Loan; provided that if any such date is not a Business Day, such payment shall be due on the next succeeding Business Day.
(b) To The Borrower shall repay the extent not previously paid, all entire unpaid principal amount of the Term Loans shall be due and payable X Loan in full on the Term X Maturity Date.
(c) Subject to adjustment pursuant to paragraph (d) of this Section, the Borrower shall repay the Term Y Loan on the last Business Day of each calendar quarter set forth below in the aggregate principal amount indicated:
(i) on the last Business Day of each calendar quarter ending after the calendar quarter in which the Term End Date occurs, to and including the twenty third such calendar quarter, the Borrower shall make an aggregate payment equal to .25% of the initial aggregate amount of the Term Y Loan; and
(ii) on the Term Y Maturity Date, the Borrower shall pay the entire remaining unpaid principal amount of the Term Y Loan.
(d) Any optional or mandatory prepayment of a Term Facility Borrowing of any Class shall be applied (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Facility Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class first, in direct order of maturity to the scheduled repayments of the Term Borrowings of such Class occurring in the twelve months following the date of such prepayment and thereafter (ii) second, ratably to the remaining payments thereof (including the bullet due on the Term Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section scheduled repayments of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicableBorrowings.
(d) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election not later than 2:00 p.m., New York City time, two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
Appears in 1 contract
Samples: Credit Agreement (Manitowoc Co Inc)
Amortization of Term Loans. (a) Subject to adjustment pursuant to paragraph (c) of this Section 2.10, the Borrower shall repay Term Loan Borrowings on the last day of each March, June, September and December (commencing on December 31, 2018) in the principal amount of (x), w) in the case of the Initial Term Loans, Initial Term Loans equal to (i) the aggregate outstanding principal amount of Term Loans immediately after closing on the Effective Date multiplied by (ii) 0.25%, (yx) in the case of each 2019 Incremental Effective Date Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2019 Incremental Effective Date Term Loan immediately after its funding on the 2019 Incremental Effective Date and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2019 Incremental Effective Date and Date, (zy) in the case of each 2019 Delayed Draw Incremental Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2019 Delayed Draw Incremental Term Loan immediately after its funding and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the funding of such 2019 Delayed Draw Incremental Term Loan and (z) in the case of each 2020 Incremental Effective Date Term Loan, an amount equal to 0.25% of the product of (A) the principal amount of such 2020 Incremental Effective Date Term Loan immediately after its funding on the 2020 Incremental Effective Date and (B) a fraction, the numerator of which is the aggregate principal amount of the Initial Term Loans outstanding immediately after closing on the Effective Date and the denominator of which is equal to the aggregate principal amount of Initial Term Loans outstanding immediately prior to the 2020 Incremental Effective Date; provided that if any such date is not a Business Day, such payment shall be due on the next succeeding Business Day.
(b) To the extent not previously paid, all Term Loans shall be due and payable on the Term Maturity Date.
(c) Any prepayment of a Term Facility Borrowing of any Class (i) pursuant to Section 2.11(a)(i) shall be applied to reduce the subsequent scheduled and outstanding repayments of the Term Facility Borrowings of such Class to be made pursuant to this Section as directed by the Borrower (and absent such direction in direct order of maturity) and (ii) pursuant to Section 2.11(c) or Section 2.11(d) shall be applied to reduce the next eight scheduled and outstanding principal installments of the Term Facility Borrowings of such Class in direct order of maturity and thereafter ratably to the remaining payments thereof (including the bullet due on the Term Maturity Date), or, if otherwise provided in any Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, pursuant to the corresponding section of such Refinancing Amendment, Loan Modification Agreement or Incremental Facility Amendment, as applicable.
(d) Prior to any repayment of any Term Loan Borrowings of any Class hereunder, the Borrower shall select the Borrowing or Borrowings of the applicable Class to be repaid and shall notify the Administrative Agent by telephone (confirmed by hand delivery or facsimile) of such election not later than 2:00 p.m., New York City time, two Business Day before the scheduled date of such repayment. In the absence of a designation by the Borrower as described in the preceding sentence, the Administrative Agent shall make such designation in its reasonable discretion with a view, but no obligation, to minimize breakage costs owing under Section 2.16. Each repayment of a Borrowing shall be applied ratably to the Loans included in the repaid Borrowing. Repayments of Term Loan Borrowings shall be accompanied by accrued interest on the amount repaid.
Appears in 1 contract